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SHAREHOLDERS ’ RIGHTS

This article explores the critical aspects of shareholders' rights, focusing on the need for harmonization to bolster foreign investments while addressing potential negative consequences of passive participation. It discusses issues related to cross-border voting and participation rates in General Meetings (GMs), outlining two concerning future developments. The text highlights existing legislation, the importance of timely access to information, and equitable treatment in voting processes for shareholders. A comprehensive approach is essential for fostering a robust regime that protects shareholder interests.

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SHAREHOLDERS ’ RIGHTS

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  1. SHAREHOLDERS’ RIGHTS др Вук Радовић, LL.M.

  2. SHAREHOLDERS’ RIGHTS • Need for harmonization of SHs rights • increase of foreign investments • negative consequences • problems with cross-border voting and participation in GMS • two dangerous potential future developements • passivity will increase • shift towards domestic investments

  3. SHAREHOLDERS’ RIGHTS • Legislation • SHs rights and other directives and regulations • HLG and Action plan • Fostering an Appropriate Regime for Shareholder‘ Rights • draft in 2006 and adopted in 2007

  4. SHAREHOLDERS’ RIGHTS • Personal scope of application • public companies (quoted companies) • exceptions • investment funds • cooperatives

  5. SHAREHOLDERS’ RIGHTS • Subject matter • Requirements for participation and voting in the GMS • TRANSFER OF SHARES PRIOR TO GMS • RECORD DATE • PROOF OF QUALIFICATION AS A SHAREHOLDER

  6. SHAREHOLDERS’ RIGHTS • Subject matter • Information prior to the GMS • Timely • not later than on the 21th day before the day of the meeting • three exceptions • Complete • minimum content of the convocation • information available on the Internet • Adequatly

  7. SHAREHOLDERS’ RIGHTS • Subject matter • SHs rights in connection with the agenda • Right to put items on the agenda • Right to table draft resolutions for items included or to be included on the agenda • Right to ask questions • every shareholder • condition - relation to items on the agenda • Who has an obligation to answer?

  8. SHAREHOLDERS’ RIGHTS • Subject matter • Voting in absentia • Proxy voting • Voting by correspondence • Voting by electronic means • Voting via financial intermediary

  9. SHAREHOLDERS’ RIGHTS • Subject matter • Voting results • resolution • disclosure • Equal treatment of SHs

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