Communicated Case of European Court of Human Rights, January 12, 2012 (case MINARIK v. THE CZECH REPUBLIC)

Judge:ZIMA P.
Resolution Date:January 12, 2012
 
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FIFTH SECTION

Application no. 58874/11Roman MINARIKagainst the Czech Republic

STATEMENT OF FACTS

THE FACTS

The applicant, Mr Roman Minarik, is a German national who was born in 1965 and lives in Willstätt. He is represented before the Court by Mr P. Zima, a lawyer practising in Prague.

  1. The circumstances of the case

    The facts of the case, as submitted by the applicant, may be summarised as follows.

    The applicant was a minority shareholder of IVAX CR, a.s., a joint stock company incorporated under Czech law.

    On 25 June 2002 the general meeting of that company adopted, by votes of the main shareholder, a resolution on the winding up of the company and division of its assets between two new companies: IVAX Pharmaceuticals, s.r.o and První Opavská, a.s. The former company included all the business of IVAX CR, a.s. and was owned exclusively by the main shareholder of the wound-up company. The latter company included only financial assets and was owned by minority shareholders of the wound-up company, including the applicant.

    1. Proceedings on the deletion of the company from the Companies Register

      On 5 September 2002 the Ostrava Regional Court (krajský soud) approved the registration of the winding up of the company and its deletion from the Companies Register with effect from 31 December 2002. The applicant did not have standing to participate in the proceedings. He, nevertheless, lodged an appeal.

      On 26 November 2002 the Olomouc High Court (vrchní soud) dismissed the applicant’s appeal. It ruled that since the applicant did not have standing to take part in the impugned proceedings, he was not entitled to appeal their outcome.

      On 1 March 2006 the Supreme Court (Nejvyšší soud) dismissed the applicant’s appeal on points of law.

      On 31 August 2006 the Constitutional Court (Ústavní soud) dismissed the applicant’s constitutional appeal holding that participation of shareholders in Company Register proceedings would cause considerable delays, which would compromise the requirement to record events and facts into the Register as soon as possible in order to protect the rights of third persons relying on the correctness of information in it. It added that the right of access to court of the shareholders was sufficiently safeguarded in other proceedings. It also noted that if a court in charge of the Company Register were to record a fact in the Company Register which was based on a resolution of a general meeting, and if the resolution was subsequently...

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