• Change in the Quorum for General Meetings of Joint-Stock Companies
  • April 22, 2015
  • Law Firm: Dentons Canada LLP - Toronto Office
  • On 13 January 2015 the Verkhovna Rada of Ukraine adopted the Law of Ukraine “On Amendments to Article 41 of the law of Ukraine "On Joint-Stock Companies" regarding the quorum for the general shareholders' meetings of joint stock companies, in which the State owns the majority shareholding” No. 91-VIII (“Law No. 91-VIII”), signed by the President of Ukraine on 28 January 2015.

    Law No.91-VIII reduces the quorum for general meetings of joint-stock companies from 60% to 50% plus one share. As for joint-stock companies with the state participatory interest (in the authorized capital of which there are state corporate rights and in which the state owns 50% or more of ordinary shares) Law No. 91-VIII takes effect from 31 January 2015, and as for other joint-stock companies ¿ from 1 January 2016.

    Previously the law of Ukraine enabled the shareholders jointly owning more than 40% of ordinary shares to block general meetings of a joint-stock company, which resulted in hindrances to the activity of some joint-stock companies facing conflict of interests between majority and minority shareholder(s). Upon entry into force of Law No. 91-VIII as for the respective category of companies, the presence of shareholders owning more than 50% of voting shares in the company will suffice to hold the general shareholders’ meeting and to pass the respective decisions.