Kulyk M. Legal regulation of the circulation of uncertificated securities.

The thesis is devoted to the consideration of legal relations which arise in the field of circulation of uncertificated securities on the stock market of Ukraine, analysis of legislative restrictions on the circulation of uncertificated securities on the primary stock market of Ukraine and the implementation of cross-border transactions with them. The reasons for emergence of the system of the uncertificated securities circulation, and peculiarities of its development are considered. In addition, general description of the sphere of circulation of these financial instruments on the international and domestic stock markets is provided, and signatures determining circulation of the uncertificated securities are identified. The legal basis for ensuring the circulation of the uncertificated securities is specified, and legal mechanisms for the circulation of their types (shares and bonds), in particular, IPO (initial public offering) and depositary receipts are examined. The jurisdictional means of protecting the rights of the owner of uncertificated securities are considered: a) vindication lawsuit and recompense for registered uncertificated securities; b) conditional lawsuit, which is defined as a mandatory legal way to protect rights from unlawful possession of uncertificated securities. Such mechanism of jurisdictional protection as the group (collective) claims of minority owners of uncertificated securities is proposed. It is suggested to introduce the institution of ombudsman in the field of financial services on the stock market as a jurisdictional means of protection for solving pre-judicial disputes between the owners of uncertificated securities and their issuers. Aspects of self-defense of rights to uncertificated securities are also considered, taking into account international experience in this field, in particular, such as corporate contracts – for uncertificated shares and secured bonds – for book-entry bonds.