Charakter prawny wpisu do księgi akcyjnej

Abstract

The subject matter of the following article is considerations on a legal nature of an entry to the share register in the light of a judicature line of the Supreme Court here. A share register is an internal document of a company available only for the members of the company bodies and shareholders, including basic information concerning shareholders, transferring the rights from shares and enacting limited property rights on shares. The aim of conducting a share register, apart from the necessity to own a share document by a shareholder, is to introduce an additional element in the form of a formal shareholder card. A doctrine assumes that data entry to the share register are declaratory in nature, however, their accomplishment constitutes a sine qua non of exercising corporation rights by those entitled from registered shares and temporary certificates. According to the Supreme Court, the evaluation of the efficiency of a legal action of transferring shares should be done especially at the subjective level between a seller and a buyer. However, the very action is not binding for the company as such yet. The moment they are transferred and have a legal effect for the company is determined only by entering a share buyer to the share register. In this case the buyer’s entry to the share register is constitutive in character. In opposition to the above-mentioned is the opinion likewise expressed by the Supreme Court, namely that according to the 343rd article of the 1st paragraph of the c.c.c, the entry to the share register plays just a legitimization-evidence role and does not condition the efficiency of buying shares in the presence of the third party, however, the need to protect the safety of the legal transaction explains why a person registered into the share register is granted a formal card.