The golden share as state control instrument in privatized companies

Abstract

This paper is concerned with the mechanism of golden share, a British invention carried out in order to serve as a state’s control
instrument in privatized enterprises since the 1980’s, emulated by the other European countries with varied denomination and similar purpose. It presents European Court of Justice’s case law on  golden share that has prompted it to annul many Member State’s rules that infringed, through such restrictions, the principles of free movement of capital and freedom of establishment. Finally, it examines the adjustment of the mechanism to the Brazilian legislation, under the title of "ação de classe especial" (action of special class), its disposal in the articles of association of specific privatized enterprises and the prominence that such instruments have had in the latest years, causing the fear of renationalization by investors.