[Decision] Sanctions Law, Asset Freezing of Corporate Shares, and the Right to Challenge in Disputes Over Defective Resolutions
Following the CJEU ruling in C-465/24, a separate classification of rights resulting from shares as "economic resources" within the meaning of Article 1(1)(d) of Regulation (EU) No 269/2014 is not applicable: rather, the exercise of participation and voting rights from shares must be classified as the "use of funds" within the meaning of Article 1(f) of the same Regulation.
The freezing of funds within the meaning of Article 1(f) of EU Regulation 269/2014 results in a categorical exclusion of the sanctioned person from their participation and voting rights at the general meeting, independent of any further conditions.
If a sanctioned shareholder claims that their rights in the decision-making process of an Austrian public limited company have been impermissibly curtailed through the incorrect application of the Sanctions Regulation, the only legal remedy available to them is to challenge the resolution of the general meeting in accordance with Sections 195 et seq. of the Stock Corporation Act.
Note: In the proceedings in question, the Supreme Court (OGH) had referred three questions regarding the interpretation of the 2014 Sanctions Regulation to the CJEU for a preliminary ruling. By decision of April 9, 2026, the OGH withdrew the request for a preliminary ruling because the CJEU, with its judgment of March 12, 2026, in case C-465/24, SBK Art Ltd. had answered comparable questions from the Supreme Court of the Netherlands (Hoge Raad).
