La limitación y aplicabilidad de la Acción de Opresión en Ecuador.

Abstract

In March 2023, the Reforming Law to the Companies Law in Ecuador introduced the oppression action to protect minority shareholders, focusing on Anonymous Societies, highlighting their classification into open and closed entities. The absence of a secondary market in closed societies significantly amplifies the potential for oppression. The role of the majority shareholder and potential abuses are addressed, with emphasis on the oppression action. Despite being a novel concept, there are legal issues concerning the limitation and applicability of the action, such as the lack of explicit grounds for filing the action and the absence of a clear provision for its submission through the administrative route. These issues may impact the effectiveness and clarity in safeguarding the rights of minority shareholders, potentially violating the principle of effective judicial protection. This work aims to examine the oppression action and propose alternative solutions, referring to OECD principles and advocating for a more active role of the Superintendence of Companies, Securities, and Insurance, in light of its regulatory and supervisory functions over commercial entities.