Shareholder Activism

Shareholder activism in large shareholder economies (as opposed to dispersed shareholder economies) is mostly about properly understanding and exercising a shareholder’s minority or majority rights, rather than fighting over control in a company. A sizable fraction of majority shares in a private or public company allows such shareholders to benefit from the majority rights, whereby it is in the interest of a majority owner to take rightful and loyal actions in order to fully exercise shareholding rights. Our special solutions team regularly advises our clients on all legal steps and actions in relation to making lawful decisions by the majority shareholders at the shareholders’ meeting, whether through interpretation of reserved matters voting, special voting rights, or the like. We focus on ensuring our clients make lawful shareholder decisions with the aim of responding to strategic and governance objectives.

Minority shareholders, on the other hand, receive advice on protecting their general or special rights (stemming from the Articles of Association or separate Shareholders Agreements) in a company. We aim to keep our clients attentive to their rights and potential hindrances of the majority fraction. We also represent our clients in legal actions of challenging majority shareholders’ decisions.

The underlying value behind this special solutions practice is to reshape and increase transparency of the corporate governance landscape in Croatia, by way of ensuring our clients have optimal benefits from their shareholding rights.

Our special solutions team members have recently advised a minority shareholder with further share pledge rights in a recent landmark corporate control battle, whereby our minority client seized control over the target company. The target company is now operating with increased revenues and profits.

Our clients not only come to us with specific shareholder activism requests and issues, but our lawyers anticipate and advise our clients on potential activism opportunities and threats, with a goal of adding value to our legal advice.

For more information on shareholder activism, protection of rights, or advancing corporate governance transparency, feel free to contact our special solutions team.

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