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2008 | 2(176) | 41-70

Article title

COMPATIBILITY OF POLISH PROVISIONS ON THE TREASURY'S 'GOLDEN SHARES' WITH EC LAW (Zgodnosc polskich unormowan dotyczacych 'zlotej akcji' Skarbu Panstwa z prawem wspólnotowym)

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The paper deals with the issue of compatibility of 'the Act on special rights of the Treasury and the execution of these rights in companies important for public security or public policy' with the freedom of capital movement in the context of ECJ case-law. The first part of the paper analyzes the notion of the freedom of capital movement as well as the notion of a golden share as a restriction of this freedom against the background of the ECJ case-law. The next part covers legal solutions adopted in the Polish act, namely its subjective scope, rights of the Minister of Treasury in companies, in which the golden share exists, the nature of these rights and the institution of Treasury observers. The final part of the paper examines the compatibility of the 'golden shares' model adopted by the Polish legislator with the ECJ case-law. In particular, the authors seek to predict what would be the ECJ decision if the European Commission would bring an infringement case against Poland. This analysis includes the following issues: Polish act as a restriction on the freedom of capital movement, the possible justifications of this restriction and the proportionality of the 'golden shares' model adopted by Poland. As their final conclusion the authors express the view that the Polish provisions on State Treasury 'golden shares' in principle conform with ECJ's guidelines, although some features of the Polish golden share system can be questioned.





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  • Lukasz Adamczyk, Uniwersytet Warszawski, Wydzial Prawa i Administracji, ul. Krakowskie Przedmiescie 26/28, 00-927 Warszawa, Poland


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Publication order reference


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