Minority shareholder protection
Rules and remedies that protect shareholders with limited voting power from abuse by controlling owners or company organs.
Minority shareholder protection balances majority rule with safeguards against oppression, conflicts of interest and unfair dilution. In Swiss companies it is relevant to information and inspection rights, convening or agenda rights, challenges to shareholder resolutions, special investigations, liability claims and, in listed companies, market disclosure and takeover rules. Thresholds and remedies depend on the company form and whether shares are listed. Comparative law often uses similar tools, but the intensity of judicial review and appraisal remedies varies widely.