On May 1, 2016, amendments to corporate and procedural law introduced by the Law of Ukraine “On amendments to some legislative acts of Ukraine on protection of investors’ rights” of April 07, 2015 becomes effective. Other noteworthy innovation is the possibility of filing the so-called “indirect (derivative) claims”, i.e. the claims submitted by members (shareholders) of the company to protect its interests in case of improper actions of the management that caused damages to the company. In this kind of claims the beneficiary is the company, which incurred damage. The benefit of the members (shareholders) in this case is indirect (if the case is won, all amounts will be awarded to the company), but ultimately their interests are also protected (the market value of shares of the company, or the value of its assets may increase, etc.). This kind of lawsuits is a well-known concept in law of many developed countries, which permits to effectively resolve corporate conflicts between the members of the company and its management.
The above Law confers the right to file an indirect claim only to those members (shareholders) of the company, which together own 10 percent or more of the share capital (ordinary shares) of the company. Claims of this kind may be submitted only in disputes on recovery of damages caused to a company by its official. In this case, the shareholder will be considered as a representative of the company, in whose interests the claim is filed. This legislative innovation will help to strengthen protection of interests of the major shareholders, who then will be able to oppose to withdrawal of assets from the company, or any other unlawful actions by the management.