TRANSFORMACIJA IZ DRUŠTVA SA OGRANIČENOM ODGOVORNOŠĆU U OTVORENO AKCIONARSKO DRUŠTVO

Abstract

The Company Law of the Republic of Srpska envisages four forms of companies: partnerships, limited partnerships, limited liability companies and joint stock companies, and in practice the last two forms of companies are most common. Although before, now more than ten years ago, the stock exchanges in Bosnia and Herzegovina had a large turnover by trading in the shares of listed joint stock companies, today this is not the rule, but the exception. Having mentioned this exception, I cannot but mention another circumstance that can be considered the same, and that is the change of legal form from a limited liability company to a joint stock company, which is the topic of this text. The only recorded case of such a transformation of the legal form in Bosnia and Herzegovina is the transformation carried out by the limited liability company „Fratelo trade“ from Banja Luka in 2008, transforming into an open joint stock company through the initial public offering (IPO) procedure. The initial public offering or „opening“ or „going public“ appears as a logical step after limited liability companies reach the maximum development in this legal form. Opening allows them to more easily raise funds for further development and improvement of business. Despite the above, this type of business transformation has not yet taken root in our country, although it has been current in the world since the 1990s, and the increase in the number of delisted joint stock companies does not inspire hope that it will happen soon. The reason for writing on this topic is an attempt to point to the IPO as an opportunity to finance further development of companies that can lead to an increase in the number of investors interested in investing in companies that decide to „go public“, which can ultimately contribute market development.