Legal Regulation of Corporate Relations: the Problem of Optimization

Problem setting. The purpose of this article is a comparative study of Ukrainian ta German Company Law for the purpose of improving the legal regulation of corporate relations in Ukraine. Analysis of resent researches and publications. Most researchers of Ukrainian corporate relations involved (to some extent) in comparative aspect of corporate relations in Ukraine and Germany, and only some of them specially devoted his work to this subject (from the perspective of European integration – Kibenko OR, Pendak A. Sarbuh). But modern legal science has lack of papers specially devoted to this topic. Article’s main body. Ukraine – the only country in Europe that has perhaps the most difficult legal regulation of corporate relations, which is made by several series of codes and laws. Thus, the Civil Code and Commercial Code of Ukraine define the basic principles of corporate relations, Commercial Procedure Code – the procedure of a derivative suit, that brought by a shareholder/a member of a business company on behalf of a company against a third party. Laws «On business companies» and «On joint stock companies» regulate the relations in the respective companies more thoroughly. The result of this regulation was the presence of numerous
duplicated rules, collisions and at the same time – gaps/ lacunas, outdated rules, unstable regulation. In contradistinction to Ukraine, Germany has avoided most of the above defects: codified acts (Civil and Commercial) don’t duplicate the rules of special laws that regulate the legal status of limited liability companies and joint stock companies. As a result, regulation of corporate relations in Germany is more optimal than it is in Ukraine. It corresponds to the principle of transparency of market relations and their legal regulation and allow ordinary members of corporate relations to use the norms of corporate law, using the services of corporate lawyers only in difficult cases. The globalization of economic life and European orientation of Ukraine requires optimization of legal regulation of corporate relations. The German experience is useful in improving Ukrainian corporate law.