It should be clarified: a holder of 5% of the share capital that is not under the control of the controlling shareholder is granted an automatic right to review the voting data, and accordingly, in any case, does not need the assistance of the court in order to exercise the right. To the extent that a shareholder does not hold the required volume of shares and requires court approval for review: the closer he is to being in the position of a holder of holdings to the extent that he would have granted him an automatic right to review, the greater the tendency to grant his request.
(2) The degree of subsistence of the resolution voted on by the General Assembly.
It should be clarified: The more sensitive the decision is for the company or the more significant it is from the perspective of the controlling shareholder, the greater the tendency to allow the applicant to gain the same effective supervision of the vote, and to increase the involvement of the shareholders in the voting process.
(3) The extent of the controlling shareholder's involvement in the voting and the extent of his influence on the company and its ability to supervise the voting process.
It should be clarified: the greater the involvement of the controlling shareholder, the greater the built-in fear of exercising his power in a manner that will lead to the achievement of the desired voting results. Even if, in the end, a count of the voting data ostensibly indicates that the approval of the untouched majority has been achieved, there will be a growing tendency to allow a shareholder who has a sufficiently significant scope of holdings to closely examine the possibility and need to protect his holdings.
(4) Other circumstances that affect the justification of the possibility of reviewing voting data.
This, of course, is a 'basket clause', which will weigh the totality of the circumstances and enable the examination of the circumstances that serve the purposes of the Regulation.
- We will turn to the application in our case.
III. Implementation of the criteria for allowing access to voting data in the current procedure