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Liability for defective prospectus
Mach, Tomáš ; Čech, Petr (advisor) ; Elek, Štefan (referee)
1 Liability for defective prospectus Abstract The aim of my thesis is to provide a paper that discusses the overall consequences of an issuer who, in connection with public offer of securities or their admission to the trading on regulated market, provide and make public a defective prospectus that contains untrue, incomplete and misleading information. The thesis does not deal with all aspects of the laws of prospectus. Instead, it focus on particular issues in relation to the prospectus. Mainly, it deals with civil liability arising out of the defective prospectus. As a consequence, the other sanctions, eg. administrative or criminal, are not included in the thesis. In my thesis, I consider prospectus as an informative document that ought to provide certain information in order to protect investors. These information must not be untrue, incomplete or misleading so that the high standard of protection to investors is preserved. High standard of investors protection include, inter alia, higher liability attached to a prospectus. Legal regulations governing civil liability attached to a prospectus are not harmonized on the EU level. Instead, broad discretion is given to Member States in order to provide their own legal regulation regarding civil liability for a defective prospectus. That opens free field for...
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IPO in the Context of Czech and European Law
Neumahr, David ; Horáček, Vít (advisor) ; Josková, Lucie (referee)
155 Title of the rigorous thesis IPO in the Context of Czech and European Law Abstract The rigorous thesis deals with an initial public offering (IPO) of shares of the company in the context of Czech and European law. The thesis is divided into four integral parts consisting of six substantive chapters and is complemented by a case study. The first part introduces and explains the concept of the IPO, its development and it deals also with related institutes. The second part aims to present the general legal aspects of the IPO and to define and assess the regulatory framework directly related to the initial public offering, in particular from the point of view of European law, which sets outs the direction in which national legislation on capital market regulation is inevitable. In the third part, the author thoroughly analyzes, clarifies and evaluates the individual phases of the entire initial public offering process from the point of view of the issuing company and with practical examples in the light of the Capital Market Undertakings Act. The additional chapter of the third part emphasizes the importance of choosing a suitable market for the IPO. A separate section is dedicated to the prospectus, which most issuers are obliged to prepare and publish during an IPO. Within tis section, the author focuses...
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Reform of the Prospectus Regime
Illmann, Erik ; Kohajda, Michael (advisor) ; Kotáb, Petr (referee)
in English This diploma thesis explores the ongoing reform of the prospectus regime in the European Union. On 30 November 2015, the European Commission presented a proposal for a new regulation, which is to replace the current so-called Prospectus Directive. The primary aim of this thesis is determine the shortcomings of the current prospectus regime and to critically analyze the proposal in order to determine, whether it addresses these shortcomings and whether it improves the prospectus regime in general. The thesis consists of three main parts: the first introduces the prospectus, its characteristics and current regulation in the EU; the second explores and analyses the proposal itself and makes conclusions on the proposed changes; the third and final part explores the topic of prospectus liability and conflict-of-law rules. Based on the conducted research I arrive at the conclusion that the biggest issues of the current prospectus regime are the high costs connect to the preparation of a prospectus, inflexible disclosure requirements for certain types of issuers, ineffective retail investor protection and diverging implementation of the Prospectus Directive across EU member states. While the European Commission's proposal addresses most of these shortcomings and certainly represents an...
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Duties of so-called quoted joint stock companies
Novotný, Marek ; Černá, Stanislava (advisor) ; Horáček, Tomáš (referee)
Duties of so-called quoted joint stock companies Thesis author: Mgr. Marek Novotný Thesis supervisor: prof. JUDr. Stanislava Černá, CSc. This thesis is concerned with the regulation of duties of quoted joint stock companies (especially the duty of information) and its various institutes. The purpose of this thesis is to describe the legislation in this area of law and its development, with emphasis on the transposition of European legislation, and subject them to critical evaluation. In the first chapter the theoretical framework is defined by describing key legal concepts (the term "quoted joint stock company", "regulated markets") and the development of the most important legal regulation in this area - Act No. 256/2004 Coll., on Business Activities on the Capital Market. The second chapter is devoted to regulated markets and subject information duty. The third chapter deals with the admission of a security to trading on a regulated market and associated initial information duty of joint stock company, which is willing to become quoted. I describe mainly the prospectus and its essential elements. In the fourth chapter I analyze in detail the different types of regular (periodic) information duties, which are the annual report, semi-annual report and interim report. The following fifth chapter is...
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Legal and economic aspects of Initial Public Offering (IPO)
Neumahr, David ; Borkovec, Aleš (advisor) ; Seknička, Pavel (referee)
Legal and Economic Aspects of Initial Public Offering (Neumahr, D.) Abstract This diploma thesis deals with initial public offering (IPO) of shares from both legal and economic perspective. The thesis is divided into three basic parts. The goal of the first part is to explain the process of IPO, its development and each institution related to the topic. Followed by part which is dedicated to legal framework in the European Union and each phase of the process is described from the viewpoint of Czech law. Second part aims to clarify basic economic advantages as well as disadvantages of initial public offering concerning the company and propose possible alternatives. Final part seeks to provide a case study of the process on the Czech and the American capital market. The purpose of my thesis was to explain what an initial public offering is, what are its upsides and downsides and describe in detail the whole process which companies have to undergo before they can publicly offer their shares and before they are admitted to the capital market. Throughout the thesis I examine the development of European law regarding IPO and I marginally try to compare it to American law. In the final case studies, concrete steps during the entire process are demonstrated on the examples of practice.
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The public offer of chares and its legal framework
Gyurovszky, Peter ; Kotáb, Petr (advisor) ; Dřevínek, Karel (referee)
in English This thesis deals with process of public offering in Czech capital market's environment. Public offering is an alternative to debt financing for companies concerning raising capital. However, In Czech Republic, when companies confronted with this dilemma, waste majority of them choose debt financing against equity financing. My thesis is divided between introduction, eight chapters and conclusion. In the introduction of my thesis, I set to myself a goal, to answer the question, whether legislative situation in Czech Republic is negatively influencing the number of public offerings, mainly initial public offerings, carried out on Prague stock exchange. Every two chapter of my thesis creates one logical part and therefore I shall describe them as such. In first two chapters, I am enlightening the topic of public offerings and I also try to analyze reasons, which lead companies to undertake the whole process. My concern is also about factors, which company should pay attention to when deciding about going public. In third and fourth chapter I try to analyze the steps, which are necessary for companies to take before engaging in public offering process itself. I take extra care of prospectus, which is the most important document presenting the issuing security to investors. Main analysis...
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Business Plan
Vítek, Kamil ; Opletal, Tomáš (referee) ; Boušková, Štěpánka (advisor)
The subject of my bachelor work is processing the entrepreneurial object of the foundation and operation cafe Maruška. The work is divided into theoretical and practical part. The theoretical section contains of the definition of entrepreneurial plan, enterprise, entrepreneurship and juridical form of enterprise. The entrepreneurial plan for Maruška is conducted in the practical part. The aim of this work is basing cafe Maruška in Olomouc.
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Business Plan of Development
Skřivánková, Eva ; Ing. Jiří Ficbauer, CSc. MBA (referee) ; Čižinská, Romana (advisor)
The bachelor´s thesis is about foundation of travel agency in South Moravia region. The travel agency is established in order to provide services and information to customers. The business plan consists of five parts, where at the beginning the goal of the work and methodology are described. Next part contains the basics description of newly-formed organization, including expression of its mission and vision. The third part is focused on external and internal environment. Fourth part consist of marketing mix and implementation plan. Fulfilment of the work is evaluated at the end. The work contains instructions, procedures and information required for creation of efficient prospectus.
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Business Plan of Housing Construction.
Vlčková, Klára ; Ing.Vladimír Kuchař (referee) ; Kocmanová, Alena (advisor)
Bachelor’s thesis analyses problem connected with implementation of a housing construction as a business plan. It includes theoretical description of prospectus, appreciation of housing construction in The Czech Republic and analysis of general and professional entourage of a company. In the end, there is a proposal of realization prospectus in monitoring company and alternatives of financing this kind of project.
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Prospectus – Opening School of Selfdefence
Zelníček, František ; Musil, Tomáš (referee) ; Heralecký, Tomáš (advisor)
The purpose of my master‘s thesis is to open new school within EWTO in Vysočina region, concretely in Žďár nad Sázavou, and consequently spread the influence of EWTO in Czech republic. Part of my thesis is dedicated to determine the best investment option, analyse external environment, define conditions for foundation of a new school, propose convenient pricing policy and compile entrepreneurial plan in order to get mid-term bank loan.
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