Am I Saying Anything When Abstaining From Voting As A Shareholder?

Historically speaking, uncertainty always existed in Romania regarding the meaning of abstention in general meetings of shareholders. What is at stake is the means to calculate the majority required for the adoption of resolutions of ordinary general shareholders meetings, in which case the Romanian Companies Law (Law no. 31/1990) provides that resolutions are adopted by the "majority of expressed votes".

There is no legal provision that clearly qualifies abstention as an expressed vote or as an unexpressed vote. From a practical point of view, there are circumstances when interpreting abstentions as expressed votes means that the decision was not adopted, while interpreting them as unexpressed votes means that the decision was adopted. We should keep in mind that if the interpretation given in a general shareholders meeting differs from the interpretation given by a court of law, then the adopted decision is null and void.