Der Begriff des Tochterunternehmens im Recht der Beteiligungstransparenz und im Übernahmerecht

2021 ◽  
Author(s):  
Jan Wildhirth

Capital market players are regularly part of a group of companies. The classification of a company as a subsidiary has significant effects on the subsidiary and the parent company. In the law on transparency of shareholdings and takeover law, membership in such a group of companies is decided based on the concept of subsidiary in Section 35 (1) of the German Securities Trading Act (WpHG) and Section 2 (6) of the German Securities Acquisition and Takeover Act (WpÜG). These definitions are analysed in depth to shed light on capital market group law. The European foundations as well as the purpose of the regulations are particularly examined. Finally, the results found are verified by analyzing GmbH & Co. KG structures.

Author(s):  
Petar Halachev ◽  
Victoria Radeva ◽  
Albena Nikiforova ◽  
Miglena Veneva

This report is dedicated to the role of the web site as an important tool for presenting business on the Internet. Classification of site types has been made in terms of their application in the business and the types of structures in their construction. The Models of the Life Cycle for designing business websites are analyzed and are outlined their strengths and weaknesses. The stages in the design, construction, commissioning, and maintenance of a business website are distinguished and the activities and requirements of each stage are specified.


Jurnal Hukum ◽  
2016 ◽  
Vol 31 (1) ◽  
pp. 1592
Author(s):  
Hanafi Amrani

AbstrakArtikel ini membahas dua permasalahan pokok: pertama, kriteria yang digunakan oleh pembentuk undang-undang di bidang politik dalam menetapkan suatu perbuatan sebagai perbuatan pidana (kriminalisasi); dan kedua, fungsi sanksi pidana dalam undang-undang di bidang politik. Terkait dengan kriminalisasi, undang-undang di bidang politik yang termasuk ke dalam hukum administrasi, maka pertimbangan dari pembuat undang-undang tentu saja tidak sekedar kriminalisasi sebagaimana diatur dalam ketentuan hukum pidana dalam arti sebenarnya. Hal tersebut disebabkan adanya pertimbangan-pertimbangan tertentu. Pertama, perbuatan yang dilarang dalam hukum pidana administrasi lebih berorientasi pada perbuatan yang bersifat mala prohibita, sedangkan dalam ketentuan hukum pidana yang sesungguhnya berorientasi pada perbuatan yang bersifat mala in se. Kedua, sebagai konsekuensi dari adanya penggolongan dua kategori kejahatan tersebut, maka pertimbangan yang dijadikan acuan juga akan berbeda. Untuk yang pertama (mala prohibita), sanksi pidana itu dibutuhkan untuk menjamin ditegakkannya hukum administrasi tersebut. Dalam hal ini sanksi pidana berfungsi sebagai pengendali dan pengontrol tingkah laku individu untuk mencapai suatu keadaan yang diinginkan. Sedangkan untuk yang kedua (mala in se), fungsi hukum pidana dan sanksi pidana lebih berorientasi pada melindungi dan mempertahankan nilai-nilai moral yang tertanam di masyarakat tempat di mana hukum itu diberlakukan atau ditegakkan. Kata Kunci: Kebijakan, Kriminalisasi, Undang-Undang PolitikThis article discusses two main problems: firstly, the criteria used by the legislators in the field of politics in determining an act as a criminal act (criminalization); secondly, the function of criminal sanctions in legislation in the field of politics. Associated with criminalization, legislation in the field of politics that is included in administrative law, the consideration of the legislators of course not just criminalization as stipulated in the provisions of criminal law in the true sense. This is due to certain considerations. Firstly, the act which is forbidden in the administration of criminal law is more oriented to act is malum prohibitum offences, whereas in actual criminal law provisions in the act are mala in se offences. Secondly, as a consequence of the existence of two categories of classification of the crime, then consideration will also vary as a reference. For the first (mala prohibita), criminal sanctions are needed to ensure the enforcement of the administrative law. In this case the criminal sanction serves as controller and controlling the behavior of individuals to achieve a desired state. As for the second (mala in se), the function of criminal law and criminal sanctions is more oriented to protect and maintain the moral values that are embedded in a society where the law was enacted or enforced.


2021 ◽  
pp. 150
Author(s):  
Ruslan G. Aslanyan

The article examines the historical aspects of the formation and development of a Special part of the Russian Criminal Law. The analysis is based on legal monuments of the X - beginning of the XX century and literary sources. The research is developing in three main directions: a) the ratio of the law and other forms of expression of criminal law prescriptions (here the process of transition from customs to the law as the only means of expressing criminal law norms is revealed); 2) types and system of criminal laws (here the transition from intersectoral laws to the formation of a specialized Criminal Code is shown); 3) systematization of criminal law regulations (here the issues of classification of crimes and structuring of criminal law institutions are revealed). As the main result, it is summarized that by the beginning of the XX century, the idea of creating an independent criminal law was not only implemented in the country, but also, firstly, the principle of its pandect structure was put into practice, suggesting the isolation of its Special part in the structure of the Code and, secondly, the principle of building the most Special part, based on the institutional structure of the industry and the content of goods protected by law.


2021 ◽  
Vol 6 (6) ◽  
pp. 71-78
Author(s):  
Farxod Djurayev ◽  

The article is devoted to the prevention of crime, maintenance of public order and early crime prevention, identification and elimination of the causes of crime in each district, family and individual, classification of each district depending on the crime situation in these regions and joint work to attract all forces and means to identify and eliminate the causes of crime, the role of the law "On operational-search activities" in the prevention of offenses, the concept of operational-search activities, the main tasks, basic principles; bodies carrying out operational-search activities, their legal status; types of operational-search measures and their comments regarding the procedure for conducting a search; social and legal protection of law enforcement officers and persons assisting in the conduct of such events, as well as their family members


2014 ◽  
Vol 22 (1) ◽  
pp. 58-68
Author(s):  
Jan Konowalczuk ◽  
Tomasz Ramian

Abstract One of the fundamental ways in which an advantage over competitors can be gained in business is to develop real estate portfolios in such a way that will lead to an increase in market share and value for shareholders. This serves as justification for the formulation and implementation of specific real estate strategies regarding the best manner in which to use CRE, make decisions regarding restructuring, and carry out necessary development projects, taking into account the criteria of: location, time, and procurement options. This paper presents the formulation and realization of real estate strategies, focusing on the use of the category of property value. Moreover, the authors formulate a possible classification of CRE, which is useful from the perspective of real estate strategies, in addition to identifying and evaluating different types of property values which can be used for real estate strategies. For the majority of operational properties, these categories differ from market value. The last part of the publication provides a reference of selected valuation methods used to determine the value of CRE in the context of formulating and implementing real estate strategies.


2021 ◽  
Vol 11/1 (-) ◽  
pp. 31-36
Author(s):  
Volodymyr TSIUPRYK

Introduction. Nowadays, the issue of determining the legal status of the company's share in the own authorized capital of LLC and TDV has become quite acute, as evidenced by the adoption on July 28, 2021 by the Commercial Court of Cassation in Case № 904/1112/20, in which the Court established a new approach legal nature of such a phenomenon and expressed his own position on the understanding of the legislation concerning the legal status of the share of LLC and TDV in its own authorized capital. Given that a limited liability company is the most popular type of legal entity that is chosen to conduct business in Ukraine, the analysis of this issue is relevant. Some scientific value for the development of the transfer of the participant's share are the works of individual authors devoted to the study of the legal nature of the share in the authorized capital but the problems arising around the legal status of the company. in their own authorized capital in these works were only mentioned along with others, but did not receive a detailed separate study. The purpose of the paper is to analyze the normative regulation of the legal status of the company's share in the own authorized capital of LLCs and ALCs, identification of shortcomings in their legal regulation and implementation, as well as the search for ways to eliminate them. Results. One of the most relevant decisions concerning the subject of this article is the Judgment of the Commercial Court of Cassation in case № 904/1112/20 of July 28, 2021. The court in this case found that the votes attributable to the share belonging to the company itself are not taken into account when determining the results of voting at the general meeting of participants on any issues. However, Ukrainian legislation does not contain any direct norms that would prohibit the exercise of the right to manage a company in relation to itself on the basis of a share in its own authorized capital. That is why the company cannot be a participant in relation to itself, although they seem logical, but do not have sufficient regulatory support, and therefore do not allow to be firmly convinced of their compliance with the law. In view of this, it can be stated that there is a significant gap in the national legislation on this issue, which, in our opinion, the Court failed to “fill” with this decision in the case. Conclusion. In the Ukrainian legislation at the level of the Law of Ukraine “On Limited and Additional Liability Companies” Article 25 defines the possibility for a company to acquire a share in its own authorized capital. However, the regulation of the legal status of such a share cannot be called sufficient, due to which in practice there are certain problems in the implementation of the provisions of the legislation concerning the share of the company in its own authorized capital. The solution of these legal problems is necessary to ensure the highest quality and clarity of the law, as well as to form case law with common approaches to understanding a single rule.


2020 ◽  
Vol 2 (2) ◽  
pp. 84-89
Author(s):  
Veronika Nugraheni Sri Lestari ◽  
Dwi Cahyono ◽  
Nila Romatal Azah ◽  
Devy Mei Ariyanti

Capital markets are often interpreted as a market for a long-term financial instrument (securities) (its maturity is more than 1 year). In addition to that understanding, the capital market is also often associated as a place for the transaction of the party that needs funds (the company) and the Excess party (financier). The initial step of Sharia capital market developments in Indonesia began with the issuance of sharia funds on 25 June 1997 followed by the issuance of sharia bonds at the end of 2002, followed by the presence of the Jakarta Islamic Index (JII) in July 2000. The marketable securities traded on the stock exchange include stocks, bonds and mutual funds. Marketable securities are often referred to as ' financial instruments ' or ' securities ' or ' Sekuritas ' (Securities Act No. 8 year 1995 defines the capital market as "the activities concerned with public offerings and securities trading, public companies relating to securities, published, as well as institutions and professions relating to the securities". The capital market acts as a liaison between investors and companies or government institutions through the long-term trading of financial instruments. In an effort to support the realization of the Indonesian capital market to become a resilient and global economic driver of the national economy as stated in the Indonesian capital market blueprint, it needs to be done continuously to improve and expand the capital market infrastructure towards the better direction.


2019 ◽  
Vol 4 (1) ◽  
pp. 20-31
Author(s):  
Anwar Hidayat

Abstrak Hukum merupakan suatu sistem terpenting di dalam masyarakat untuk mengatur kehidupan yang berkaitan dengan sebuat tatanan yang selalu bergerak baik secara evolutif maupun revolusioner. Tatanan diatur dalam hukum itu sendiri meliputi tatanan transendetal, tatanan sosial/masyarakat dan tatanan politik. Hukum perdata yang merupakan ketentuan atau peraturan yang berkaitan dengan pribadi seseorang dengan orang lain, atau juga hukum sipil memiliki ruang lingkup yang luas dalam pengaturannya. Salah satu bidang hukum yang mengatur hubungan-hubungan antara individu-individu dalam masayrakat dengan sarana tertentu. Penggolongan dari hukum perdata yang ada saat ini antara lain meliputi: Hukum keluarga, Hukum harta kekayaan, Hukum kebendaan, Hukum perikatan, dan Hukum waris. Kajian kritis terhadap hukum perdata yang telah berlaku di Indonesia dengan menggunakan metode filsafat (filosofis), maka seharusya yang dijadikan dasar pemikirannya ialah falsafah Pancasila. Sebagaimana diketahui bahwa Pancasila merupakan sumber dari segala sumber hukum negara Indonesia. Hal yang demikian ini dirasa sesuai mengingat falsafah Pancasila adalah merupakan ruh perjuangan dari para pejuang bangsa, sebagai alat pemersatu, dari yang sebelumnya terkotak-kotak oleh suatu daerah/wilayah, ras, suku, golongan dan agama. Kata Kunci: Hukum Perdata, Filosofis, Pancasila   Abstract The law is the most important system in society to regulate life in relation to an order that is always moving both evolutionarily and revolutionarily. Order is regulated in the law itself including transcendental order, social/community order and political order. Private law which is a provision or regulation relating to someone's personal with others, or also civil law has a broad scope in its regulation. One area of ​​law that regulates the relationships between individuals in society with certain means. The current classification of private law includes: Family law, Property law, Material law, Engagement law, and inheritance law. Critical study of private law that has prevailed in Indonesia using philoshopy (philosophical) methods, then the basis for thinking should be the philosophy of Pancasila. As is known that Pancasila is the source of all sources of Indonesian state law. This is considered appropriate given the philosophy of Pancasila is the spirit of the struggle of the nation's fighters, as a unifying tool, from previously divided by a region / region, race, ethnicity, class and religion. Keyword: Private Law, Philosophical, Pancasila.


2020 ◽  
Vol 3 (2) ◽  
pp. 390-395
Author(s):  
Junita Putri Rajana Harahap ◽  
Murni Dahlena Nasution

The stock split causes the stock price to be cheaper so that it will attract potential investors to buy the stock. This research was conducted to determine when it is time for a company to do a stock split, information available on the capital market can be used by investors for consideration before investors make a decision to invest in shares. The study aims to determine the changes that occur in stock prices before and after the stock split policy by the company. The research method used in this research is event study research with a quantitative approach. This study examines how significant the stock price difference is after a stock split policy. The sample used in this study were all companies that carried out the 2016-2018 stock split policy. The results of research on companies that become samples have shown that the average stock price before the announcement of the stock split policy has no significant difference with the average stock price after the announcement of the stock split policy Keywords : Stock Price, Stock Split


2018 ◽  
Vol 22 (1) ◽  
pp. 1-28
Author(s):  
Alisdair D J MacPherson

This article contains a doctrinal analysis of floating charges and trust property in Scots law. It uses the dual patrimony approach of trust law to interpret the floating charge's creation, attachment and enforcement, and thereby demonstrates that it is not possible under the current law to effectively charge property held by a company in trust. The application of the dual patrimony theory provides a broader foundation for explaining the current legal position and helps to integrate the floating charge into wider Scots law. The article also diagnoses issues that would need to be resolved if the law were to be successfully reformed to enable the charging of trust property. It shows that there are some ways in which the current law could facilitate such reform but that, in other respects, more substantial changes would be required.


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