EKONOMSKA PRAVA MANjINSKIH AKCIONARA S POSEBNIM OSVRTOM NA EU

Abstract

Corporate structure of companies is organized in such a way so that economic power and managing authority are in hands of majority shareholders. Latest trends in corporate practice point to the changes in the structure of minority shareholders which no longer represent a homogenous interest group, but their interests are becoming increasingly different. The position of minority shareholders is reviewed in this paper through the prism of institutional investments where there are active investors within hedge funds and passive investors within index funds and mutual funds. The European study on minority shareholders protection analyzes certain categories of economic rights of minority shareholders: the rights related to dividends and distribution of assets, the rights related to the exit from the company, the rights related to new issuance and transfer of shares, etc. In the Republic of Serbia, the system of concentrated shareholding prevails which may generate a possible conflict between minority and majority shareholders. This requires minority shareholders protection through the Companies Act, that is through imperative laws. Legal and economic analysis of special rights of minority shareholders, which are regulated by the Companies Act, reveals that companies in Serbia enjoy court protection with certain limitations which in practice represent the obstacle for its realization.