La opresión del asociado minoritario: Un régimen para la protección ex post efectiva de la minoría en la sociedad de capital cerrada en Colombia

Abstract

This research aims to demonstrate that the institution of the abuse of voting rights is not the ideal mechanism to protect Minority Shareholders from the oppression of Majority Shareholders in Colombia. Thus, it seeks to demonstrate that the application of the American doctrine so-called "Minority Shareholder Oppression" is the effective legal institution to achieve said protection. In other words, with the implementation in Colombia of this foreign doctrine, there will be greater protection against the oppression of the majority shareholders, which is qualified as “abusive”. This doctrine is aimed mainly at closed corporations against all the oppressive techniques, whether it comes or not from a decision of a shareholder meeting. This common law doctrine, perfectly applicable in Colombia, raises the so-called - Oppression remedies - which are mechanisms that can be implemented by the judge in order to counteract the oppressive conduct of the majority shareholders. To demonstrate the above, this research relies on the qualitative research approach, with a correlational scope, the critical hermeneutical method, and the research technique of conversation with experts. The tools that were used are Scopus, Redalyc, Scielo databases, among others.