Особливості правового регулювання діяльності наглядових рад в державних акціонерних товариствах

The article examines the legal status of supervisory boards in joint-stock companies with 50 percent or more of their shares owned directly or indirectly by the State. The author analyzes the main tasks and highlights the peculiarities of corporate governance in state-owned companies, and identifies the specifics of the supervisory board’s independence in the public sector, which consists in the interaction of the supervisory board not only with the executive body, but also with the shareholder represented by the relevant management body. The author analyzes the legislative norms governing the activities of supervisory boards in public joint-stock companies and the OECD Guidelines on Corporate Governance in State-Owned Enterprises. The author highlights the specifics of legal regulation of the supervisory board of a joint-stock company with 50 percent or more of its shares owned directly or indirectly by the State, namely, special requirements for the minimum number of independent directors, impossibility of establishing additional grounds for early termination of powers of the supervisory board members, mandatory formation of committees, impossibility of delegating the functions of the supervisory board to the general meeting, etc. The author analyzes the question of the authority of the meetings of the supervisory board of state-owned companies in the event that the majority of independent directors are absent in the supervisory board. Researched the legal consequences of non-compliance with the legal requirement for a majority of independent directors on the supervisory board and concludes that there are no legal consequences, and the supervisory board will be competent in this case and will be able to perform its duties in full within its competence. It is determined that the absence of legal consequences in such a situation constitutes a shortcoming in the legal regulation of the status of the supervisory board. At the same time, the author concludes that the lack of responsibility of the management body for violation of the terms of competitive selection of independent members of the supervisory board and the provision of the management body with the opportunity to perform the functions of the supervisory board for the period of martial law also constitute shortcomings in legal regulation.