Based on the analysis of legislation, legal positions of higher courts and case law, the article identifies two approaches to understanding the legal nature of public irrevocable demand for shares: a unilateral transaction that gives rise to rights and obligations for the applicant (owner of the dominant controlling stake, its affiliated person or authorized person of a group of persons acting jointly), minority shareholder, company and third parties (issuer, NDU, bank); a document that formalizes the relationship of purchase and sale of minority shareholders shares by the applicant in order to establish full corporate control over the company.

The conducted research testifies to the absence in the Ukrainian legislation of legal relations similar to squeeze-out and similar to the public irrevocable demand realization legal constructions of shares ownership right. This creates problems of law enforcement and judicial practice in the process of determining guarantees of ownership and protection of the minority shareholders rights to obtain fair compensation for the market value of shares.

The purpose of the article is to study the legal nature of legal relations arising in the procedure of mandatory sale of shares (squeeze-out) and legal structures of its design, analysis of case law on disputes related to mandatory sale of shares, in terms of the protection choice. The constructions used in the squeeze-out procedure of some EU countries are analyzed. Invalidation of the transaction of shares mandatory sale on public irrevocable demand was recognized as a proper and effective method of protection.

Bibliography

Journal articles

1. Szumanski A, ‘Squeeze out of minority shareholders’ (2001) 11 Przeglad Prava Handlowego 1–10 (in English).

2. Tsikalo V, ‘Umovy zdiisnennia ta zakhystu prava aktsionera na oboviazkovyi vykup aktsii tovarystvom’ (2017) 10 Pidpryiemnytstvo, hospodarstvo i pravo 52–56 (in Ukrainian).

3. Atamanova Yu, ‘Shchodo efektyvnykh sposobiv zakhystu prav minorytarnykh aktsioneriv, porushenykh provedenniam protsedury squeeze-out’ (2021) 6 Pravo Ukrainy 128–40 (in Ukrainian). 4. Zhornokui Yu, ‘Vykup aktsii mazhorytarnym aktsionerom: za ta proty’ (2018) 6 Pidpryiemnytstvo, hospodarstvo i pravo 30–4 (in Ukrainian).