Download or read book European Added Value Assessment on a Directive on the Cross border Transfer of Company Seats 14th Company Law Directive written by Patrice Muller and published by . This book was released on 2013 with total page 80 pages. Available in PDF, EPUB and Kindle. Book excerpt: At the present time, there exist only two indirect mechanisms for a company wishing to move cross-border its registered office within the EU without having to wind up the company in its home country. The company can either adopt the legal form of a Societas Europaea if it is a public company or undertake a cross-border merger with a company (already existing or specially established for this purpose) in the host country. A Directive which provides for a simple, cost-efficient process for transferring cross-border the registered office of a company would yield significant savings for companies wishing to do so.
Download or read book European Added Value Assessment on a Directive on the Cross border Transfer of Company Seats 14th Company Law Directive written by Catherine Cathiard and published by . This book was released on 2012 with total page 164 pages. Available in PDF, EPUB and Kindle. Book excerpt: Case-law of the ECJ allowed for company mobility but did not provide the necessary clarification with regard to the procedures for transferring the company's registered office or head office from one Member State to another with a change on the applicable law. Certain aspects, such as the protection of stakeholders, may be affected, which could confirm the need for minimum standard rules. A legislative initiative should ensure that the transfer should not affect the rights of stakeholders. It should also be tax neutral and must avoid the misuse of post-box offices and shell companies.
Download or read book European Added Value Assessment on a Directive on the Cross border Transfer of Company Seats 14th Company Law Directive written by and published by . This book was released on 2012 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt: Case-law of the ECJ allowed for company mobility but did not provide the necessary clarification with regard to the procedures for transferring the company's registered office or head office from one Member State to another with a change on the applicable law. Certain aspects, such as the protection of stakeholders, may be affected, which could confirm the need for minimum standard rules. A legislative initiative should ensure that the transfer should not affect the rights of stakeholders. It should also be tax neutral and must avoid the misuse of post-box offices and shell companies.
Download or read book European Added Value Assessment written by Blanca Ballester and published by . This book was released on 2013 with total page 50 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Treaty enshrines four freedoms for legal and natural persons in the EU. One of them, freedom of establishment, is particularly important for companies. However, there is no European legal instrument establishing a harmonised system, and it is also difficult to ascertain which law is applicable to a company having its registered office in a given Member State and wishing to move it to another one. The European Parliament has repeatedly called for a Directive on the Crossborder Transfer of Company Seats (14th Company Law Directive), as action at Member State level has proven insufficient to address this important issue. This European Added Value assessment analyses the arguments in favour of such a Directive (legal certainty, clarity, transparency and simplicity) and provides data suggesting that a legal instrument would facilitate cross-border mobility and have an associated positive net economic impact.
Download or read book Cross border Transfer of a Company s Seat in the European Company Law written by Barbora Zaborska and published by . This book was released on 2014 with total page 112 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book European Corporate Law written by Adriaan F.M. Dorresteijn and published by Kluwer Law International B.V.. This book was released on 2016-04-24 with total page 394 pages. Available in PDF, EPUB and Kindle. Book excerpt: This fully updated new edition provides the best-known practical overview of the law regarding companies, business activities, and capital markets in Europe, at both the European Union (EU) and Member State levels. It incorporates analysis of recent developments including the impact of global initiatives in such aspects of the corporate environment as regulation of financial institutions and non-financial reporting obligations with a view to sustainability and other social responsibility concerns. The authors, all leading experts in European corporate law, describe current and emerging trends in such areas of corporate law practice as the following: - rules on cross-border mergers; - employee involvement in business activities; - the initiatives by the Organisation for Economic Co-operation and Development (OECD) and the EU to curb tax avoidance; - Member States’ implementation of EU legislation; - a company’s freedom to incorporate in a jurisdiction not its own; - competition among the legal forms of different Member States; and - safeguarding of employee involvement in cross-border transactions. With respect to national law, the laws of Belgium, France, Germany, the Netherlands, Poland, Spain, and the United Kingdom are taken into account; Italy is now included in this new edition. As in earlier editions, the authors demonstrate that analysis and comparison of national corporate laws yield highly valuable general principles and observations, not least because business organizations, wherever located, tend to show a fundamentally similar set of legal characteristics. The Third Edition will continue to be of great value to practitioners and academics who wish to acquire a better understanding of European corporate law, in its supranational dimension as well as in the similarities and differences among the various national legal systems.
Download or read book The 14th Company Law Directive on Cross border Transfer of the Registered Office and Employees Participation Rights written by Sif Sigpórsdóttir and published by . This book was released on 2013 with total page 82 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Insolvency Law and Multinational Groups written by Daoning Zhang and published by Routledge. This book was released on 2019-07-30 with total page 288 pages. Available in PDF, EPUB and Kindle. Book excerpt: The insolvency of multinational corporate groups creates a compelling challenge to the commercial world. As many medium and large-sized companies are multinational companies with operations in different countries, it is important to provide appropriate solutions for the insolvency of these key market players. This book provides a comprehensive overview of the cross-border insolvency theories, practical solutions and regulatory solutions for the insolvency of multinational corporate groups. Whilst the book recognises certain merits of these solutions, it also reveals the limitations and uncertainty caused by them. An analysis of the provisions and tools relating to cross-border insolvency of multinational corporate groups in the new EU Regulation on insolvency proceedings 2015, the UNCITRAL Model Law on cross-border insolvency, the Directive on preventive restructuring frameworks and the Bank Recovery and Resolution Directive 2014, along with a study of directors’ duties, are included in this book. This book focuses on the insolvency and rescue of non-financial corporate groups. However, it is also important to recognise the similarities and differences between corporate insolvency regimes and bank resolution regimes. In particular, lessons learnt from bank resolution practices may be useful for non-financial corporate groups. This book aims to provide an in-depth examination of the existing solutions for the insolvency of multinational corporate groups. It also aims to view cross-border insolvency of corporate groups within a broad context where all relevant regimes and theories interact with each other. Therefore, directors’ duties in the vicinity of insolvency, preventive insolvency proceedings, procedural consolidation, international cooperative frameworks and bank resolution regimes are considered together. This book may appeal to academics, students and practitioners within the areas of corporate law, cross-border insolvency law and financial law.
Download or read book Transfer of the Registered Office written by Gert-Jan Vossestein and published by . This book was released on 2010 with total page 13 pages. Available in PDF, EPUB and Kindle. Book excerpt: Rather unexpectedly, the process for the adoption of the Fourteenth Company Law Directive on the cross-border transfer of the registered office was recently suspended. This paper discusses the Commission's change in policy. The author examines the Community's competence to adopt a Directive on seat transfer as well as the position of the European Parliament with regard to such a directive. The Commission's reasons for not submitting a proposal for the directive are part of the elaboration. An examination of the economic benefits of the Fourteenth Directive also follows. The Cartesio case, currently pending before the European Court of Justice, is analysed in this respect. The author concludes that the motivation the Commission provides for not submitting a proposal for a fourteenth Directive is not convincing and he states that a Directive on seat transfer should be adopted after all.
Download or read book The Proposal for a Fourteenth Company Law Directive on the Transfer of the Registered Office of a Company from One Member State to Another with a Change of Applicable Law written by and published by . This book was released on 2001 with total page 61 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Study on Extension of Scope of Third and Sixth Company Law Directives written by Commission of the European Communities and published by . This book was released on 1993 with total page 76 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Cross Border Conversion of Companies in the EU written by Dániel Gergely Szabó and published by . This book was released on 2013 with total page 18 pages. Available in PDF, EPUB and Kindle. Book excerpt: The VALE judgement of the Court of Justice of the European Union has made it clear that the right to cross-border conversions is protected by the freedom of establishment, and should therefore be facilitated by the Member States. In addition, the Court introduced the principles of equivalence and effectiveness in the area of EU company law, thereby giving some guidelines about how the procedures for cross-border conversions should be enacted in the two Member States involved. However, a close examination reveals that these principles, although helpful in some ways, are also very open to interpretation and many questions are still left unanswered. The two main issues are 1) that the rules governing domestic conversion are not always suitable for cross-border conversions and 2) that there is likely to be a lack of coordination of the rules in the different Member States which will cause problems for a successful conversion. Especially to overcome the later problem a revival of the work on a 14th Company Law Directive would prove helpful.
Download or read book European Company Law written by Great Britain. Department of Trade and Industry and published by . This book was released on 2004 with total page 46 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Freedom of Establishment and Private International Law for Corporations written by Paschalis Paschalidis and published by OUP Oxford. This book was released on 2012-03-29 with total page 334 pages. Available in PDF, EPUB and Kindle. Book excerpt: Freedom of establishment is one of the four fundamental freedoms of the European Union. The principle is that natural persons who are European Union Citizens, and legal entities formed in accordance with the law of a Member State and having its registered office, central administration or principal place of business within the EU, may take up economic activity in any Member State in a stable and continuous form regardless of nationality or mode of incorporation. This book examines the way in which EU law has influenced how national courts in Europe assert jurisdiction in cross-border corporate disputes and insolvencies, and the mechanism which allows them to decide which national law should apply to the substance of the dispute. The book also considers the potential for EU Member States to compete for devising national corporate and insolvency legislation that will attract incorporations or insolvencies. Central to the book is the concept of national choice of law. In considering the impact of freedom of establishment on private international law for corporations, the book uniquely analyses both corporate and insolvency law together, presenting the topic in the broadest possible sense. Importantly, the doctrine of abuse in corporate and insolvency law is covered, raising the question of 'forum shopping' and regulatory competition which underpins the intersection between freedom of establishment and private international law. Through examination of the most recent and leading judgments of the European Court of Justice in Centros and Cadbury Schweppes, the book derives certain conclusions as to the operation of the doctrine of abuse and the limits thereof in the context of freedom of establishment. Being the first in the field to examine the leading ECJ cases of Inspire Art, Sevic and Cartesio regarding the real seat doctrine, the book makes the judgment that there is no incompatibility as such between the doctrine and the freedom of establishment. Ultimately, the book analyses to what extent diversity in the corporate and insolvency laws of the Member States should be preserved, so as to encourage competition between jurisdictions in Europe.
Download or read book Corporations in Private International Law written by Stephan Rammeloo and published by Oxford University Press, USA. This book was released on 2001 with total page 404 pages. Available in PDF, EPUB and Kindle. Book excerpt: This text provides discussion of the principle of freedom of establishment and focuses on the key issue of determining where a corporation has its 'seat' for legal purposes.
Download or read book The Disqualification Triad written by Gert Vermeulen and published by Maklu. This book was released on 2012 with total page 343 pages. Available in PDF, EPUB and Kindle. Book excerpt: In the past decades, the European Union has made little progress with respect to disqualifications as a sanction mechanism for the violation of laws. The creation of some form of harmonization is necessary, but the complex nature of this specific sanction mechanism has caused policy initiatives to be postponed, time after time. In answer to a call from the European Commission, the contributors in this book have conducted a comparative legal analysis in the EU 27 and looked into the practical experiences with disqualifications from a domestic and a cross border perspective. To that end, academics, policy makers, and practitioners in the Member States have been consulted. Analysis reveals a wide variety in the typology of the disqualifications as a sanction measure, the typology of the persons to whom the disqualifications can be imposed, and the typology of the authorities involved. Furthermore, there are considerable differences with respect to the inclusion of disqualifications in the national criminal records databases. Linked thereto information on foreign disqualifications is scarce and rarely used in practice. To ensure a comprehensive and consistent policy approach, this book has come up with a so called disqualification triad, comprising: (1) unified EU-wide disqualifications, (2) mutual recognition of disqualifications, and (3) EU-wide equivalent effect of disqualifications. The functioning of the disqualification triad has been further elaborated on in three case studies, which are public procurement disqualifications, disqualifications from working with children, and driving disqualifications. In doing so, this book is essential reading for both EU and national policy makers, as well as for researchers and practitioners involved. (Series: Institute for International Research on Criminal Policy [IRCP] - No. 45)
Download or read book Shortcomings in the EU Merger Directive written by G. Frederik Boulogne and published by International Taxation. This book was released on 2016 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: "The book, 'Shortcomings in the EU Merger Directive', offers solutions for dealing with issues arising out of the shortcomings in the European Union (EU) Merger Directive (adopted in 1990 with the aim of eliminating the tax obstacles to cross-border restructuring operations, while simultaneously safeguarding the financial interests of EU Member States). In spite of the amendments and the European Court of Justice?s (ECJ) interpretations of its provisions, various shortcomings remain. Most of these pitfalls exist where the Directive conflicts with higher (EU) law (the fundamental freedoms and the general principles of EU law). Now, more than twenty years later, there is a heightened interest in tax harmonisation, while drawing reference from the ECJ's significantly developed case-law in the field of direct taxation and learning from the issues that have emerged with the implementation of the Directive in the Member States." -- Publisher's website
