Original scientific paper
https://doi.org/10.30925/zpfsr.37.3.3
POSSIBLE DIRECTIONS FOR AMENDMENTS OF CROATIAN COMPANY LAW
Tomislav Jakšić
; Faculty of Law University of Zagreb, Zagreb, Croatia
Siniša Petrović
; Faculty of Law Univeristy of Zagreb, Zagreb, Croatia
Abstract
This contribution aims to provide directions for some possible future
amendments of domestic company law regulation. Intent of such amendments is to
facilitate creation of a more competitive and understandable legal framework that will
be equally attractive to both domestic and foreign investors. Establishment of such
legal framework can contribute to the strengthening of economy and legal certainty as
well as creation of a favourable investment environment. Contribution is divided into
two distinct parts. First part provides suggestions relating to amendments in the field
of company incorporation. For example, consideration is given to establishment of one
stop shop service as well as online incorporation, introduction of the limited liability
company without the minimal share capital requirement and other similar areas
which can contribute to the simplification of company incorporation procedure (e.g.
abolition of the founder’s statement of tax debt non-existence). Second part provides
suggestions for amendments aimed at improvement of existing legal solutions and
removal of ambiguities that undermine legal certainty which can result in non-uniform
application in business dealings and judicial practice. For example, suggestions are
given in regard to the clearance given to the management and supervisory board
members of a private company limited by shares, decision making by shareholders
through use of means that do not require them to be physically present at the general
meeting of a private company limited by shares, fee approval to the members of the first
supervisory board of a public company limited by shares, attendance of management
board members at the supervisory board meetings and making counter-proposals by
company shareholders before and during the general meeting of the company.
Keywords
company law; company incorporation; public company limited by shares; private company limited by shares; bodies of the Company; shareholders
Hrčak ID:
173034
URI
Publication date:
29.12.2016.
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