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RESEARCH ON PROBLEMS AND FEATURES OF PRACTICAL APPLICATION OF THE INSTITUTE OF ADDITIONAL RIGHTS OF A PARTICIPANT IN A LIMITED LIABILITY COMPANY

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PDF: Author(s): Struchenko O. P.,
Number of journal: 4(73) Date: December 2025
Annotation:

The purpose of this scientific article is a comprehensive study of the normative regulation of limited liability companies in the Russian Federation with an emphasis on the legal nature, content and practical aspects of the implementation of additional rights of participants. The paper traces the genesis of the institute of additional rights, reveals its connection with the German regulatory model of GmbH, analyzes the features of the transplantation of foreign legal structures into Russian corporate law and the degree of their adaptation to the domestic legal system. Additional attention is paid to the study of judicial practice, identifying typical errors in the formation of additional rights, as well as assessing their role in balancing the interests of participants and improving the effectiveness of corporate governance. The research materials and methods include an analysis of the norms of the current legislation of the Russian Federation, doctrinal provisions, judicial acts, corporate documents, as well as the results of a survey of participants in limited liability companies. The methods of formal-legal, comparativelegal and logical-structural analysis were applied, which made it possible to achieve a holistic understanding of the institution in question. The results of the study show that additional rights are an independent legal instrument with high flexibility and significant potential for individualization of corporate relations. It is proved that their proper design helps to protect investments, reduce corporate risks and strengthen the status of a participant, regardless of the size of his share. The conclusions emphasize the importance of correctly distinguishing the additional rights and competencies of management bodies, observing the principles of legal certainty and equality of participants, as well as the need to develop practical recommendations on structuring charters and corporate agreements, taking into account the possible differentiation of the legal status of the company’s participants.

Keywords:

participant in a limited liability company, participant’s rights, additional rights of participants, limited liability company, legal instruments, civil law, practical application, legal problems, contractual relations, institutional features

For citation:

Struchenko O. P. Research on problems and features of practical application of the institute of additional rights of a participant in a limited liability company. Biznes. Obrazovanie. Pravo = Business. Education. Law. 2025;4(73):285—290. DOI: 10.25683/VOLBI.2025.73.1495.