Moniääniosakkeet arvopaperimarkkinoilla – hyödyllisiä vai haitallisia?
Avainsanat:
osakeyhtiöt, arvopaperimarkkinat, osake, yhtiön hallinto, corporate governance, moniääniosakkeetAbstrakti
Multiple voting rights shares on capital markets – beneficial or harmful?
Recent decades have seen several attempts to enforce a mandatory “one share, one vote” principle in the European Union, banning the use of multiple voting rights (MVR) shares. Recently, the European Commission issued a legislative package known as the Listing Act, which included a proposal for the Europewide introduction of MVR shares for companies listed on SME Growth Markets. During the legislative proposal, the European Parliament attempted to turn the Commission’s proposal upside down, putting forward a mandatory sunset clause for MVR shares for the companies listed in the European regulated markets and multilateral trading facilities.
The Parliament and Council reached a political agreement regarding the matter this February. The directive aims at encouraging company owners, especially owners of SMEs, to list the shares of their company for the first time in an SME Growth Market using MVR share structures, so that they can retain sufficient control of their company after listing. Moreover, the directive protects the rights of newly entered shareholders by introducing safeguards.
This article aims to discuss MVR shares from two perspectives. The proposal and Parliament’s negative stance toward MVR shares raise several questions. First, are MVR shares positive or negative for shareholders or for our capital markets? Second, should the use of MVR be left addressed in national company law or harmonised amongst the Member States?
