CEU Electronic Theses and Dissertations, 2024
| Author | Mammadova, Shargiyya |
|---|---|
| Title | Legal aspects of corporate control in the Republic of Azerbaijan: Improvements based on the US practice |
| Summary | Corporate control is the token of successful operation of the companies. This explains the necessity of adopting legal acts regulating corporate control matters, including tackling abuses. Each legal system has its own approach to that matter and various legal instruments to regulate it. When it comes to the Republic of Azerbaijan (hereinafter: Azerbaijan), the main source of company law regulating corporate governance is the Civil Code, adopted in 2000. As it was adopted relatively late after gaining independence in 1991, certain aspects of corporate governance have not been subjected to express rules and are consequently still in the process of development. That is why some aspects of corporate governance – including corporate control – still need to be incorporated into it together with the related lessons generated in business life. For this purpose, this thesis comparatively analyzes some of the key overlooked elements of corporate control in Azerbaijan in light of the laws and practices of the United States (The US). Since the States of New York and Delaware have not only differing laws on corporate control matters, but also possess a rich repository of landmark cases on control-related issues, it is worth using them as the model jurisdictions herein. The thesis analyses two key shortcomings of control-related corporate governance in Azerbaijan: the problems caused by excessive control of shareholders, or directors and officers (by emphasizing presence of executive control) and inadequacy to defend local businesses from hostile takeovers. Besides analyzing the applicable statutory laws, the pertaining case law, equal attention will be given to established practices too. It is also hoped that the thesis will pave the way for modernization of the corporate law of Azerbaijan to better serve the interests of Azerbaijani enterprises and through that the economy. |
| Supervisor | Tibor Tajti LL.M., S.J.D. |
| Department | Legal Studies LLM |
| Full text | https://www.etd.ceu.edu/2024/mammadova_shargiyya.pdf |
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