Protecting Shareholder Rights in Cross-Border Corporate Merger in the Single Market

Abstract

This master thesis are devoted to the research on the shareholder rights protection in corporate cross-border mergers in the single market. It examines the concept and the regulation of the cross-border merger, as well as the risks shareholders face during this operation. Also it explores existing mechanisms of shareholders rights protection in the cross-border mergers contained in Directive 2017/1132, in particular right to information and right to vote on the approval of cross-border merger, the exit right for dissenting shareholders and the right to dispute share exchange ratio for remaining shareholders. The research is based on the analysis of implementation practice of selected protection mechanisms in representatives of developed economies – Germany, Ireland and Belgium. It was concluded that after successful implementation of the Directive, shareholders within selected jurisdictions are protected by provided there protective mechanisms.