Protection of minority shareholder s interest due to failure to distribute dividends in the unlisted Venture Capital Companies after the “new” article 348 bis, Spanish Stock Capital Companies Act: scope

Protection of minority shareholder s interest due to failure to distribute dividends in the unlisted Venture Capital Companies after the “new” article 348 bis, Spanish Stock Capital Companies Act: scope

Abstract:

Act 11/2018 modifies the controversial article 348 bis, Spanish Stock Capital Companies Law that recognizes minority shareholders the right to exit the company due to failure to distribute minimum dividends. Specially, this right is recognized as a defense mechanism of minority shareholders against unjustified withholding of dividends in certain stock capital companies, as is the case with unlisted capital companies.
The scope and effects of the new legislation are analyzed with a retrospective approach, as well as the content and effects of the exercise of this right and its exercise within the unlisted Venture Capital Companies.

Keywords: venture capital company, unlisted, minority shareholder, right of exit, failure to distribute dividends.