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OVERRIDING THE ARTICLES OF ASSOCIATION IN THE CONTEXT OF THE SHAREHOLDERS' AGREEMENTS

Publication at Faculty of Law |
2022

Abstract

The possibility of a one-time override of the articles of association was admitted by the Supreme Court as early as 2009. Recently, the Supreme Court commented on the override this year in spring, reflecting also on the amendment to the Business Corporations Act effective as of 1 January 2021.

The presented piece analyses the existing literature and case law on override and outlines the possible consequences for shareholders' agreements concluded aside of the articles of association.