Abstract
Admissibility of asserting claims for submitting a substitute declaration of will with respect to resolutions of the general meeting of a joint-stock company gives rise to a number of doubts. Th e Commercial Companies Code does not provide for this issue directly, a consequence of which is the need to resolve it in the case law and doctrine. A number of systemic, functional and practical arguments presented in the article weigh in favour of inadmissibility of using this institutions with respect to GM resolutions.