2.3.3. Facilitate Shareholder Rights
Shareholder rights are company owner’s right to maintain ownership, transfer ownership, inspect corporate documents, and sue for wrongful acts, etc. Without these, no one would invest in equity. Shareholder rights are especially important to investors in the stock market. The ability to record ownership of property, as well as to pledge one’s rights to that property as collateral, is essential to commerce (Source: Mobilizing Private Finance for Development Training).
- Ability to have commercial disputes resolved in a timely manner
- Ability to recover and sell property pledged as collateral
- Ability to resolve bankruptcies in a timely manner
MUST HAVE’S, CRITICAL POINTS, OR QUESTIONS TO CONSIDER
VIGNETTE: RASDAQ MODEL CAPITAL MARKETS PROJECT
In 1995, when Romania decided to implement a major mass privatization program, it needed a vibrant securities exchange in which shares of newly privatized enterprises received by citizens could be traded.Without price discovery and market discipline, the abuses associated with earlier privatization programs were likely to occur. The Bucharest Stock Exchange had recently reopened - but as a venerable blue-chip exchange, was not capable to listing the 5,000 plus companies to be privatized.
USAID agreed to take on this challenge, which required creating a completely new legal regulatory framework for capital markets and a set of new institutions (including a new Exchange). USAID built a privately owned and managed Romanian over-the-counter market (RASDAQ), as well as a share registry, depository, trading system, broker/dealer network and strengthened regulation.The system (closely modeled on the American NASDAQ exchange) was celebrated by the USAID Administrator in a ceremony at NASDAQ Headquarters in Washington in 1996.The mass privatization program was successful, with over 5,000 companies transferred to about 17 million shareholders.This immediately made the RASDAQ one of the largest exchanges in Europe and a flagship capital markets project where USAID had been able to quickly mobilize technical resources to both contribute to the success of a major privatization program and greatly jumpstart overall capital markets development in Romania.
The privatization of enterprises which occurred following the collapse of the former Soviet Union entailed a massive transaction of capital from public to private hands. But without the ability to trade ownership interests in those enterprises, those shares are ‘dead capital’. Not only did the RASDAQ allow citizens to monetize their ownership interests, it also imposed market discipline up the enterprises listed on the exchange.