This book provides a shareholder investing in a foreign company (and the
shareholder s legal advisors) with practical information on the various means
of protection and its judicial enforcement in the respective foreign country.
Protection of Minority Shareholders contains 15 reports covering
almost all of the major European jurisdictions as well as the United States.
All of the reports follow the same structure and address such issues as:
the requirements for shareholders resolutions
the scope of a minority shareholder's right to information and ability to
influence the decision-making process
whether a minority shareholder has the right to demand a dividend and to
participate in capital increases
to what extent a minority shareholder can strengthen his or her position by
having appropriate clauses included in the Articles of Association or by
entering into shareholders agreements
the remedies available to a minority shareholder in the event that a
shareholder's resolution or other action impairs his or her rights.
Protection of Minority Shareholders makes a complex area of
increasing activity understandable. It proves a useful resource for
international lawyers and for the legal departments of any company holding
shares in a foreign company.
Part I. 1: Questionnaire. 2: General Report. 3:
Part II: Country Reports. 1:
Austria. 2: Belgium. 3: Finland. 4: France; 5:
Germany. 6: Ireland. 7: Italy. 8: Luxembourg. 9:
The Netherlands. 10: Portugal. 11: Spain. 12: Sweden.
13: Switzerland. 14: United Kingdom. 15: USA.
Part III: Annex. 1: The Role
of the Takeover Panel in the United Kingdom.