UPRAVLJAČKA PRAVA I FIDUCIJARNE DUŽNOSTI MANJINSKIH AKCIONARA

Abstract

Managing rights of minority shareholders are reduced to the participation of their representatives in high corporate structures (executive board, supervisory board) which plan long-term business strategy and make strategic business decisions. The European study on the minority shareholders protection, commissioned by the European Commission and including all EU member states, foresees a corpus of managing rights of minority shareholders. Along with the trend of increasing protection of minority shareholders in theory and corporate practice, there are also some tendencies that certain fiduciary duties should be imposed on minority shareholders. Managing rights of minority shareholders in Serbia are protected by imperative norms of the Companies Act, but their implementation in practice is hindered due to imposed restrictions (capital census). Legal provisions which regulate this matter in Serbia need to be upgraded in order to obtain more precise definition of minority shareholders rights in the process of company’s acquisition, as well as of minority shareholders rights in public enterprises.