Corporate
How to effectively protect the minority? What rights do minority shareholders have? How can they effectively assert these rights?
JOINT VENTURE | POINT SIX | The transfer of shares is one of the most sensitive issues that can fundamentally impact the stability and future of any company
What rules should be set for the transferability of shares and ownership interests? In which document should these rules be included? What is the difference between the transfer and the passage of shares? How can you prevent undesirable persons from entering the company – or even taking control of i
H&P corporate judgment: Statute of limitations on director liability for company debts (June 2025)
In June, we have selected a ruling regarding the liability of executive body members (case No. 27 Cdo 2540/2024). This ruling is part of the broader framework concerning the diligence of a professional manager.
JOINT VENTURE | POINT FIVE | Profit sharing: How to distribute profit and pay dividends
When it comes to distributing profits and paying dividends, how do you set the rules for that? Are there legal restrictions you need to be aware of? Does every shareholder have to receive the same amount? And is it possible to distribute profits in ways other than cash?
H&P Corporate Case Law: Shareholder Action as Abuse of Law (May 2025)
For May 2025, we shall present the Supreme Court’s decision (Case No. 27 Cdo 1753/2024), which dealt with shareholder actions. These actions are a legal institution that allows qualified shareholders to sue members of elected bodies for compensation for harm that may have been caused typically by a
JOINT VENTURE | POINT FOUR | Corporate decision-making: Voting rights and restrictions
How to properly establish voting rights in a company? Can each shareholder have a different number of votes, or each vote have a different weight? What are the different types of voting rights?
H&P Corporate Judgment: Admissibility of ‘advance applications’ for entry in the Commercial Register (April 2025)
The ruling issued in April addresses a significant issue related to Commercial Register proceedings and the mechanism of ‘applications filed in advance’. The decision in question (Case No. 27 Cdo 1847/2024) concerned an application for the entry of changes in the Commercial Register, specifically se
JOINT VENTURE | POINT THREE | Shareholders’ rights and obligations
What are the rights and obligations of shareholders? What is the best way to incorporate them in the constitutional document or the shareholders’ agreement?
H&P corporate case law judgment: Statute of limitations on unjust enrichment claims (March 2025)
For the month of March, we highlight a judgment (Case No. 27 Cdo 459/2024) concerning the statute of limitations for unjust enrichment claims. While the conclusions of this judgment are not entirely novel, they are significant for practical application and intersect with the frequently discussed top
JOINT VENTURE | POINT TWO | Shareholders’ agreement: The key to successful cooperation of shareholders
What is a shareholders' agreement and how does it differ from a constitutional document? What essential elements and form should the shareholders' agreement have? What should it contain to cover all important aspects of cooperation among shareholders?
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