Abstract
The article covers a specific aspect of the disguised dividends payment issue when the resolution on denial of such payments could be considered as sham or transactions securing disguised distribution of profits could be treated as resolutions of majority shareholder on distribution of profits. Notwithstanding noticeable contributions by Russian scholars to examinations of the said issue, this aspect was neglected, while being most sensitive in terms of the interests of minority shareholders. The author concludes that the courts could show more persistency in protecting these interests and should struggle with bad faith practices without assistance of lawmaker which typically is not often and not efficient.
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