{"id":7196,"date":"2021-08-25T09:30:00","date_gmt":"2021-08-25T07:30:00","guid":{"rendered":"https:\/\/merac.es\/?p=7196"},"modified":"2021-08-25T09:30:00","modified_gmt":"2021-08-25T07:30:00","slug":"derechos-socio-minoritario","status":"publish","type":"post","link":"https:\/\/merac.es\/en\/derechos-socio-minoritario\/","title":{"rendered":"What rights does a minority shareholder have?"},"content":{"rendered":"

The limited liability companies are governed by the principle of majorities<\/strong>However, it is very common to find in this type of company the presence of one or more partners who hold a small percentage of the share capital and, due to this minority shareholding, it is very often the case that the share capital is held by one or more partners who hold a small percentage of the share capital. are in a situation of abuse or defencelessness<\/strong> by the majority socos.<\/p>\n\n\n\n

The law grants it a number of mechanisms to protect minority shareholders<\/strong> It is important to know whether you are a minority shareholder or whether you are going to allow a minority shareholder to become a shareholder, for example, by giving shares to an employee of the company in order to increase his or her loyalty.<\/p>\n\n\n\n

First of all, it is important to take into consideration that ehe simple fact of owning a percentage of the share capital entails the ownership of a series of minimum rights.<\/strong><\/p>\n\n\n\n

Depending on the percentage of shares held, the rights will be higher or lower.<\/strong>Therefore, throughout this article we will analyse which rights are applicable in each case.<\/p>\n\n\n\n

1. Rights in the case of a shareholding of up to 5% of the share capital<\/h2>\n\n\n\n

(a) Right to obtain documentation<\/h3>\n\n\n\n

The partners have the right to make a written request prior to the Meeting<\/strong> General that one information or clarification it deems appropriate<\/strong> on the items on the agenda.<\/p>\n\n\n\n

In such a case, the management body shall be obliged to provide the information requested, unless the disclosure of such information would be detrimental to the corporate interest.<\/p>\n\n\n\n

In addition, the shareholders holding at least 5% of the share capital,<\/strong> may examine at the registered office<\/strong>The accounting officer, alone or together with a certified public accountant, the documents supporting and background to the annual accounts<\/strong>unless otherwise provided for in the statutes.<\/p>\n\n\n\n

b) The right to request the attendance of a notary at the General Meeting.<\/h3>\n\n\n\n

When the shareholders representing at least 5% of the capital request, within five days prior to the General Meeting, the presence of a notary public at the meeting to take the minutes of the meeting<\/strong>The administrative body is obliged to request the presence of the notary, and any resolutions adopted that are not recorded in the notarial deed are not valid.<\/p>\n\n\n\n

(c) Request for the appointment of an auditor<\/h3>\n\n\n\n

Any shareholder may apply to the commercial registrar of the company's registered office for the appointment of an auditor in the following cases:<\/p>\n\n\n\n

<\/p>\n\n\n\n