الآليات القانونية لحماية حقِ المساهمين في الأموال الاحتياطية : دراسة مقارنة بين القانون الجزائري و القانون الفرنسي

Abstract EN

Free reserve is defined as deducted amount from net profits, subject to General Assembly control for the purposes specified in the Law, the company's mandate, or general assembly decision.

The reserve money is divided into three categories:1.

legal reserve, 2.regulatory \ statutory reserve and 3.free reserve.

Moreover, since reserves are undistributed profits, generated profits are deemed a shareholder right.

Consequently, in cases of an increased capital or merger, preceding shareholders are subject to arbitrary impinging as new shareholders will stake the generated shares which are in fact undistributed profits.

In order to avoid such outcome and protect shareholders rights, legislator deployed two mechanisms: first; preferential and priority rights to subscribe to the capital increase shares issued by the company in the occasion of increased capital, second; issuance allowance or merger allowance.