Management and Control over the Company

[Name of the institute]Management and Control over the Company

Introduction

Companies are run with great efforts and responsibilities and that is the indeed the foremost part of the management to acquire complete control over the functionality of the company. There are certain rights of the stakeholders that have to be protected and nourished at the same time. According to Davidian (2012), once the company decides to go either public or remain private, they have to formulate their strategies according to that very essential. However, in doing so there are prevailing conflicts of interest and transactions regarding the appraisal of shares. This paper attempts to explore the above mention fundamentals of managing and controlling the company.

Discussion

Rights of Shareholders

In view of this, several provisions of the Corporations Act require the directors of the company to provide a range of information to shareholders, among which stand out the following:

Any shareholder may request the submission of certificate of settlements contained in the books of the company in that register the ownership and transfer of shares and other securities issued, provided that the information required intended for advocacy and clarification situations of personal interest or the shareholders or the securities market. The application must be made, first, to the company itself and, in case of refusal; the shareholder may appeal this decision to the CVM (art. 100, 1 of the Corporations Act)

holders of at least 0.5% of the share capital may require that the list of addresses of other shareholders in order to try and get the same attorney to represent them at General Meetings of the company (art. 126, 3 of the Corporations Act)

Any shareholder may have access to the relevant matters to be discussed at the General Meeting, which shall be made available to shareholders at the company's headquarters on the occasion of the publication of the first notice convening the Assembly (Art. 135 documents, 3 of the Corporations Act)

any shareholder has the right to be informed of the number of shares, warrants, purchase shares and convertible debentures issued by the company and subsidiaries of the same group or options, that each director holds when he takes possession in the position to which he was elected (art. 157)

Shareholders holding at least 5% (five percent) of the share capital may request the supervisory board members information on matters under their jurisdiction (art. 163, 6 of the Corporations Act).

According to Sáez & Riaño (2013), other provisions of the Corporations Act, also related to the right to information, with an obligation to develop and make available to its shareholders certain documents containing information about the Company's business.

The annual report of the directors, who shall inform the provisions over reinvestment of profits and dividend distribution policy contained in the shareholders' agreements filed in the company (art. 118, 5 of the Corporations Act)

The management report on the Company's business and the main administrative facts of each fiscal year, the company's financial statements, the independent auditors and the Audit Committee Report, including ...