Journal article Open Access

Actual Problems of Squeeze-Out Procedure Implementation in Ukraine

V.V. Mykhailenko

The article is devoted to the peculiarities of implementation and formation of provisions in the national legislation concerning the legal regulation of the squeeze-out procedure. The material reveals the reasons and essence of the formed procedure in the domestic securities market, allows understanding the peculiarities of its legal regulation, defined by the Law of Ukraine "On Joint Stock Companies".

Despite a rather long period of functioning of the relevant norms in the domestic legal field, namely - for two years, there are still many problems associated with the peculiarities of compulsory sale of shares by shareholders at the request of the person (persons acting together) who is the owner of the dominant controlling stake. The article reveals the problem of difficulty in determining the value of shares and the absence of a clearly regulated procedure for such assessment; ambiguity in the interpretation of the general concept of ownership rights in the rules relating to the procedure of squeeze out. Also the legal positions of judicial authorities and the most actual and new views related to the solution of problems arising in the course of the procedure are considered.

In the article the author points out that currently, Ukraine has a fundamentally new mechanism of protection of corporate rights and interests of both minority and majority shareholders. These innovations, although implemented in the legislation, taking into account the world practice, still have significant drawbacks, which do not allow us to speak about the full and successful introduction of the concept of squeeze-out in the national legislation. The only and most effective way for minority shareholders to protect their corporate rights, in the opinion of the author, at present, is to appeal to the court, although the institutions and bodies that could assist in solving complex issues related to the procedure of squeeze-out in Ukraine already exist. The procedure for repurchase of shares, especially in terms of their price, remains imperfect and requires more precise legislative regulation. The article also points out that, although the issue of legality of "forced alienation" has reached the highest levels of the domestic judicial system, in fact, it still remains unresolved.

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