MODELS OF FUNCTIONING OF THE CORPORATE AGREEMENTS INSTITUTE: FOREIGN EXPERIENCE

Abstract

Corporate agreement is one of the most important novelties in Ukrainian legislation. Taking into account the recent changes in the corporate legislation of Ukraine regarding the creation and activity of limited liability companies with the adoption of a special legal act, the Law of Ukraine «About limited liability companies and companies with additional liability», which came into force on June 17, 2018, the corporate agreements institute has received the regulatory agreement. In the article it is stated that the institute of corporate agreement is designed to give the owners of limited liability companies the opportunity to regulate their relations at their own discretion. The main purpose of the agreement between the owners of the limited liability company is their desire to regulate corporate relations, not to inflict the company on possible deadlocks in the future and to minimize the risks of unfair treatment of other owners. It is noted that since this innovation is dispositive, it is considered to be quite positive in the corporate legislation of Ukraine. As the corporate agreements institute in Ukraine is not mature yet, an analysis of the world models of functioning of such corporate agreements institutes give an opportunity to understand how corporate legal relations are regulated in countries with more developed law systems for the possible implementation of best practices in Ukrainian corporate law. The article it is examined the basic models of functioning of the corporate agreements institute in the world, is typified the models of corporate agreements according to the law systems in which they are operated, is substantiated the necessity of distinguishing two main models by this criterion: Common and Continental models. It is also determined the most urgent requirements for the content and form of the corporate agreement and is analyzed their differences, and possibilities of implementation in the domestic corporate legislation.