Yhteisön kannalta painava taloudellinen syy – vertailua osakeyhtiön ja osuuskunnan välillä
Avainsanat:
osakeyhtiöt, osakkeet, osuuskunnat, yhteisötAbstrakti
Weighty financial reason – comparison of limited companies and co-operative societies
During the past ten years, Finnish legislation concerning different corporate entity forms has developed towards uniformity. One example of this trend is that the concept of “weighty financial reason for the company” as a material basis for the disapplication of shareholders’ pre-emptive rights – a norm which has been part of the Finnish company legislation since the early 1990’s – has been adopted also in the Finnish Co-operatives Act of 2013. The aim of the present article is to compare the similar wording of the legislation applied to two different kinds of corporate entity and to evaluate whether the adoption of a norm originally designed for limited companies been successful also as regards co-operative societies.
Owing to the different nature of companies and co-operatives as corporate entities, the rights of pre-emption are remarkably more significant for shareholders in a limited company than for members of a co-operative. Therefore, the company-law-inspired material basis for the disapplication of members’ pre-emption rights does not seem to be a well- itted transplant in co-operative legislation.
