The head of a joint-stock company has a wide range of powers to conclude contracts, sign primary documentation, etc., in addition, he performs the functions of an employer. The death of the head of the company does not always paralyze his activities, because shares, in accordance with civil law, are included in the hereditary mass, therefore, his heirs may come to replace the deceased shareholder.
In the event of the death of the director of the joint-stock company, the management of the organization is transferred to the general meeting of shareholders. However, if the deceased head of the company was the only holder of shares or possessed the largest number of shares, the company will be able to function normally from the moment its heirs enter the inheritance rights to its shares.
By virtue of paragraph 4 of Art. 1152 of the Civil Code of the Russian Federation, shares are considered to be owned by the heirs from the moment the inheritance is opened, regardless of the time of its actual adoption. But the heirs will be able to take part in managing the affairs of the joint-stock company only after making an entry about them as holders of shares in the register of shareholders. In order for such an entry to be made, the heir must submit an application to the registrar, who, within three days, either makes changes to the register or gives a reasoned refusal to make a new entry. Such a refusal can be appealed against in court.
Thus, in order for the heirs to become full participants in a joint-stock company, it is necessary to have a certificate of the right to inheritance and to make changes in this regard to the register of shareholders.
In the event that the heirs of the deceased shareholder do not declare themselves or abandon the inheritance, the shares will be recognized as the expired property and will go to the state, and the Federal Agency for State Property Management will act as a shareholder.
There is one more way to keep the work of the company in the previous regime: before the determination of the heir, a trustee appointed by a notary can manage the shares.
Heirs who have entered into inheritance rights by shares and entered in the register of shareholders are not entitled to challenge those decisions that were made before they became members of the company.
