Iberia: A little democracy
On 17 June 2010, following a rough and eventful passage through Parliament, the Lower House of the Spanish Parliament finally approved a substantive amendment to Spanish corporations law (to article 105.2) affecting listed corporations: a prohibition on voting ceilings for a shareholder (or companies in the same group), regardless of the number of shares they own. To date, Spanish corporations law has allowed corporations (both listed and unlisted) to specify a voting ceiling in their bylaws for a shareholder or companies belonging to a group. This rule dates back to 1951 and the provision was originally intended as a mechanism to make shareholders' meetings more democratic. It was also supposed to provide a defence instrument for minority shareholders, by not allowing one shareholder to garner an excessive amount of power to control the company single-handedly, compelling the shareholders to reach agreements and adopt joint decisions with the other shareholders.
Plans to scrap Spanish-listed companies’ power to cap the voting rights of shareholders has ruffled feathers in the local business community. Fernando Vives Ruiz reports
This premium content is reserved for
Legal Week Subscribers.
A PREMIUM SUBSCRIPTION PROVIDES:
- Trusted insight, news and analysis from the UK and across the globe
- Connections to senior business lawyers within the leading law firms and legal departments
- Unique access to ALM's unrivalled, market-leading reporting in the US and Asia and cutting-edge research, including Legal Week's UK Top 50 and Global 100 rankings
- The Legal Week Daily News Alert, Editor's Highlights, and Breaking News digital newsletters and more, plus a choice of over 70 ALM newsletters
- Optimized access on all of your devices: desktop, tablet and mobile
- Complete access to the site's full archive of more than 56,000 articles
Already have an account? Sign In Now
For enterprise-wide or corporate enquiries, please contact Paul Reeves on Preeves@alm.com or call on +44 (0) 203 875 0651