Ar Lietuvoje investitorius, isigydamas bendroves akciju paketa, bei išliekancioji bendrove, bendroviu susijungimo atveju, turetu deklaruoti ...
Should in Lithuania an investor, acquiring a block of shares or a surviving company on merge process declare its purposes, plans and intents ...

Summary/Abstract: In this article the author is trying to analyze the worldwide securities exchange regulating institutions aims to make a securities market efficient, transparent and fair, to reduce a risk in securities exchange, as well as to protect investors. This research focuses on discussion whether in Lithuania an investor, acquiring a block of shares or a surviving company on merge process should declare its purposes, plans and intents towards target company. Whether the principle of purposes declaration realizes the main securities market goals, named above. In work are compared Lithuanian and U.S. securities regulating laws. In the research is presented a full investigation, which concludes that purposes of an investor may highly affect the price and liquidity of the securities. Without the disclosure of purposes the interests of market participants may be infringed. Referring to the U.S. case law there is an analysis how does this disclosure of investor purposes is practically realized and how does the courts interpret it. Some gaps in Lithuanian proxies' regulations this principle makes even more important. Other part of analysis indicates the advantages of purposes declaration when the shares are acquired through tender offer, and the purposes declaration of surviving company in merge process. At the end of research the author makes his conclusions, which suggests how does the principle of investor’s purposes declaration could be put into practice in Lithuania. This principle has to be consolidated into Lithuanian Securities Exchange Law, and Lithuanian Securities Exchange Commission has to amend the rules of disclosure when acquiring a block of shares. Also in Lithuania there is a weak protection against false and misleading statements, what can’t eliminate fraudulent acts from securities exchange, and the suggestion is, that this protection could be realized by modifying Lithuanian Criminal code article prohibiting roguery, and adopting this article also to the secu

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