ELI Austrian Hub 168th Seminar on Current Problems of Private Business Law Series

18.03.2024

On 18 March 2024, the Hub explored shareholder democracy and its challenges.

On 18 March 2024, the Institute for Business and Tax Law at the University of Innsbruck hosted the 168th event in the series "Current Problems of Private Business Law". Prof Dr Jan Lieder, LL.M. (Harvard), Dean of the Faculty of Law at the University of Freiburg and Professor of Civil Law, Commercial and Economic Law at the same university, was invited to speak on the hot topic of "Shareholder Democracy:  Reverse Trends".

In the beginning, Prof Dr Lieder explained the concept of shareholder democracy by referencing the German legal order, which aims to project the understanding of democracy under constitutional law onto stock corporation law. The lecturer argued against directly transferring of the constitutional principle of democracy to the organizational constitution of stock corporations. The aim should rather be to strengthen the shareholders' decision-making and monitoring rights in a cautious manner, which Prof. Dr. Lieder explained using three specific examples.

Firstly, the speaker reflected on the recent (re-)introduction of multiple voting shares in Germany. With respect to listed companies, he follows a rather critical stance. He then addressed whether shareholders should be entitled to a "say on climate", which he denied due to demarcation problems. Finally, Prof Dr Lieder elaborated on the newly created possibility of holding annual general meetings virtually based on COVMG 2020 and described this as a welcome opportunity to strengthen shareholder democracy.

An intensive discussion followed, underlining the topic's currentness and relevance for both Austria and Germany. The seminar, organized by Prof Dr Susanne Augenhofer, LL.M. (Yale), Prof Dr Alexander Schopper and Prof Dr Julia Told, thus made a contribution to the prevailing academic discourse and provided valuable inputs for future developments.