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In the article the author analyses an open issue of calculating proxy votes in the takeover threshold according to Croatian Law. Since the Takeover Bids Directive does not specify the percentage of voting rights, which triggers the obligation to launch the takeover bid, nor the method for calculating the threshold, Member States are left to decide on these issues. The Croatian legislator has adopted the provisions on calculating the number and percentage of voting rights in Article 8 of the Croatian Takeover Act. ...