10 june

Amendments made to Law on Joint Stock Companies

The Government approved a number of amendments to the Law on Joint Stock Companies, adjusting its provisions to the new regulations of the Law on Capital Market, IPN reports. Deputy Prime Minister and Minister of Economy Valeriu Lazar said the given changes will contribute to increasing the protection of investors, balancing the rights of minority and majority shareholders and instituting clear rules for the work of joint stock companies.

One of the important amendments refers to the place where the general assemblies of shareholders should be held. For the shareholders to be able to exercise their right to vote, the assemblies should take place on Moldova’s territory. The holding of the assemblies abroad is approved unanimously by the vote of shareholders. The decision to repeatedly convene the general assembly of shareholders can be taken within 10 days of the day when the date of the first meeting is set.

The joint stock companies with more than 10,000 shareholders can stipulate the quorum for holding the general assemblies in their statutes.

The amendments also stipulate how the price of shares owned by minority shareholders is set and define the notion of “transaction with conflict of interests”. They also enable the National Commission for Financial Markets to detail in its normative documents the method of revealing information about the transactions with shares in joint stock companies involving persons holding responsible posts, the method of preparing and holding general assemblies of shareholders and the method of issuing authorizations for reorganizing companies.

Valeriu Lazar said the investor protection level, including those working on the capital market, is an important criteria for determining the investment attractiveness of a company. In the last World Bank’s rankings Doing Business, Moldova had a score of 5.3 points at a time when the average score of the countries in Eastern Europe and Central Asia was 5.7. Moldova ranks 80th by investment protection, the Baltic countries – 58th, Armenia – 22nd, while Georgia – 16th.