Download or read book The European Private Company Societas Privata Europaea SPE written by Heribert Hirte and published by Walter de Gruyter. This book was released on 2012-12-19 with total page 520 pages. Available in PDF, EPUB and Kindle. Book excerpt: Mit der Societas Privata Europaea (SPE) wird eine europäische Rechtsform eingeführt, auf die der exportorientierte Mittelstand seit vielen Jahren wartet. Die SPE kann schnell und kostengünstig für die Neugründung einer Auslandsaktivität eingesetzt werden oder durch Formwechsel aus einer nationalen Gesellschaft entstehen. Sie erlaubt außerdem die Bildung eines Netzes von ausländischen Vertriebs- und Servicegesellschaften in einer europaweit einheitlich anerkannten Rechtsform. Rechtsberater und Rechtswissenschaftler müssen für die Betrachtung der rechtlichen Einzelfragen in der SPE eine europäische Perspektive einnehmen. In dem ECFR-Sonderheft beleuchtet daher ein internationales Autorenteam die praktisch wichtigen Grundfragen der neuen Rechtsform aus wissenschaftlich vertiefter Perspektive: Gründung und Registerverfahren, anwendbares Recht, praktische Einsatzmöglichkeiten der SPE, Gläubigerschutz, innere Ordnung, Geschäftsleiterpflichten, Schutz von Minderheitengesellschaftern, Anfechtungsklagen gegen Gesellschafterbeschlüsse, Mitbestimmung der Arbeitnehmer, Steuerrecht. Die Autoren aus Dänemark, Deutschland, England, den Niederlanden, Polen und Spanien sind langjährige Spezialisten auf ihrem Gebiet und sowohl wissenschaftlich als auch praktisch ausgewiesen.
Download or read book The European Private Company Societas Privata Europaea Spe written by Heribert Hirte and published by Walter de Gruyter. This book was released on 2013-03-08 with total page 508 pages. Available in PDF, EPUB and Kindle. Book excerpt: The planned European legal form Societas Privata Europaea (SPE) is a limited liability company of a closed group of shareholders, and thus is comparable to the German GmbH. At the European-level, the SPE serves as a supplement to the European Limited Liability Company (SE), which proved to be too difficult for small and medium-sized companies for various reasons. The SPE will be introduced on the basis of a European regulation, the content of which has been largely agreed to by the member states.
Download or read book The European Private Company SPE written by D. F. M. M. Zaman and published by . This book was released on 2009 with total page 306 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book focuses on the Proposal for a Council Regulation on the Statute for a European Private Company (Societas Privata Europaea, SPE), as put forward by the European Commission in the summer of 2008. It adds to the comments already made in the legal literature by dealing with key aspects of the SPE Proposal in an extensive way and by including, where relevant, the amendments adopted by the European Parliament in March 2009. The book contributes to the debate on the characteristics of the SPE and how this legal form can best be implemented within the context of national law. The latter is illustrated by including a Dutch perspective of the various issues dealt with. The practical approach of the various topics addressed in the book makes it useful for practitioners as well as academics. The book analyzes: the need for the SPE, the role of private international law, the main issues related to the formation of the SPE and to its shares, the expulsion and withdrawal of shareholders, the provisions concerning the capital of the SPE, the internal organization, the 'voice' rights of shareholders, the duties and liabilities of the SPE's directors , the issue of employee participation, the transfer of the registered office of the SPE, corporate restructuring mechanisms like transformations, mergers, and divisions.
Download or read book The Case in Favour of the European Private Company SPE A Competitive Alternative for SMEs written by Dino Lattuca and published by . This book was released on 2009 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt: This paper illustrates the interest for the European Private Company statute (SPE) that has been proposed by the European Commission in June 2008. According to the Commission, the SPE statute should lower the existing legal barriers for SMEs willing to extend their activity cross-border through expected cost savings in terms of simplification in their administrative burden and through the possibility for groups of companies to adopt the same statute across the EU. In this paper we argue that the SPE might be not just an instrument to help European companies take advantage of the Single Market and extend their operation cross-border, but also an alternative to more rigid national company statutes for all the SMEs in the EU. In particular, the SPE statute would allow cost savings in terms of a simplified capital regime and a fully flexible internal organisation regime. Moreover, the possibility to choose a more efficient national legal environment by moving the legal seat independently from the real seat should ensure better guarantees for creditors and minority shareholders, entailing savings in the cost of credit and in the cost of capital.
Download or read book The Protection of Creditors of a European Private Company SPE written by Mathias Siems and published by . This book was released on 2011 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Soon we can expect a new type of company: the European Private Company (Societas Privata Europaea - SPE) aimed at small and medium-sized enterprises in the EU. In this article, we analyse how creditors of future SPEs will be protected. In the first part, we identify on a general level how creditors can be protected. Then, we turn to the tools used in the different draft versions of an SPE statute (Commission Draft, EP Draft, Presidency Compromise). As these do not cover all aspects of creditor protection, the next part examines how these gaps ought to be filled. Subsequently, we discuss whether, from a normative perspective, creditor protection in the EU should be further harmonised. Overall, we conclude that what emerges is a mixed picture between various levels of European and national rules. This may not be ideal but it may be the price worth paying in order to reach political agreement on SPE law.
Download or read book The European Private Company written by Rolandino Guidotti and published by . This book was released on 2014 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: The paper discusses the development of the European Private Company (Societas Privata Europaea: 'S.P.E.') rules and speaks about the current situation of the Proposal of 25 June 2008 for a Council Regulation (presented by the Commission). After presenting a brief history of the S.P.E., the article discusses about the principal points on the Regulation of this new kind of company. The positive and negative aspects of this issue are analyzed. These elements include: the seat of the company and the cross-border component; the governing rules; the formation and the capital; the shares; the resolution of shareholders; the directors; and the employee participation.
Download or read book The Societas Privata Europaea written by Claudia Winkler and published by Springer. This book was released on 2012-04-27 with total page 195 pages. Available in PDF, EPUB and Kindle. Book excerpt: Claudia Winkler uses the proposed European private limited liability company (Societas Privata Europaea - SPE) as an occasion to take a fresh and critical look at the arising notion of regulatory competition in European corporate law. The SPE is the newest attempt of the European Union to support union-wide corporate mobility of small and medium enterprises, following the liberalizing line of the ECJ’s case law from Centros to Cartesio. The author defines regulatory competition as an active competition between legislators endeavoring to provide the most efficient and attractive company law, complemented by a dynamic demand by companies in search of the most favorable corporate statute. Winkler shows why regulatory competition is still only a myth in European corporate law and concludes that even the SPE would most likely not boost such a development but rather hinder it in its entirety.
Download or read book Conflicts in the European Private Company SPE written by Mette Neville and published by . This book was released on 2015 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt: This contribution - which ...
Download or read book The Necessity of the Legal Regulation of European Private Company SPE written by Janis Bogdasarovs and published by . This book was released on 2010 with total page 102 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book The Societas Privata Europaea written by Claudia Winkler and published by . This book was released on 2012 with total page 195 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book The European Private Company SPE written by Ani Vardanyan and published by . This book was released on 2013 with total page 96 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Horizontal and Vertical Regulatory Competition in EU Company Law written by Martina Eckardt and published by . This book was released on 2013 with total page 28 pages. Available in PDF, EPUB and Kindle. Book excerpt: Since the Centros decision of the European Court of Justice in 1999, the regime of corporate laws in Europe has evolved in a fundamental way. Although it is rather incomplete and imperfect, a two-level system of corporate laws has emerged. It is characterized by a considerable degree of free choice of law. This opens up the possibility of horizontal regulatory competition between the company laws of the Member States. With the draft regulation on the European Private Company (SPE) an additional legal form tailored to the needs of small and medium-sized enterprises (SMEs) is proposed. We analyse whether the introduction of such a supranational European legal form for limited liability companies can be recommended from the perspective of the economic theory of legal federalism. To this end we present a general theoretical framework for studying centralisation/harmonisation vs. decentralisation of legal rules and regulations in regard to company laws within the European Union. Our analysis of the empirical evidence on horizontal regulatory competition as well as on the advantages and problems of the introduction of such an additional legal form for SMEs shows clearly that it might render many benefits without considerable disadvantages when compared with the existing situation of only horizontal competition between the legal forms of the Member States.
Download or read book Protecting Creditors and Investors Capital Maintenance in the European Private Company written by Johannes Meyer-Myklestad and published by . This book was released on 2011 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: The subject of this article is the regulation of capital maintenance in the European Private Company (SPE) proposed in the European Union. The primary reference for the article is the Proposal for a Council Regulation on the Statute for a European Private Company (COM (2008) 396) and its chapter IV on Capital. The article seeks to analyse the capital regime that an SPE will be subject to. The article is organized in three separate parts. Part I introduces its subject and focus in addition to setting up a set of success criteria for the legislation. Part II goes on to handle the different types of capital maintenance provisions, using use-cases and research on the SPE for each category, with an analysis of the SPE provisions' compatibility with their purpose and criteria of success. Finally, Part III goes on to analyze the regulation of capital as a whole, discussing its appropriateness. If adopted, the legislation on a European Private Company will look very different from the initial Commission proposal. This article will also cover the proposed amendments of the European Parliament. Finally it considers various proposed amendments in the Council's Working Party on Company Law, with a particular focus on the negotiations that have taken place during autumn of 2009. In handling particular SPE provisions, separate mention will be made of the Commission's proposal, the European Parliament amendments and the currently negotiated Working Party proposals. The information provided on the negotiations within the Working Party is based on public documents, e-mail and phone correspondence and several interviews conducted during autumn 2009. In order to capture the essence of the SPE's capital regulation and understand how it might play out on a continent with various other company forms, this article will employ use-cases depicting different European countries' capital maintenance legislation. The use-cases will show the corresponding provisions of the SPEs that are employed in given Member States. The chosen use-case company legislations regulate private limited liability companies like the SPE. They represent different legal directions and some of them are among the most widely used company forms in Europe. Additionally, a use-case of the 2nd Council Directive is employed.
Download or read book The Societas Privata Europaea Could it Promote the Internationalization of Small and Medium Sized Enterprises written by Martina Eckardt and published by . This book was released on 2013 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Small and medium-sized enterprises (SMEs) are important for employment, innovation and growth. However, due to their size, SMEs experience a number of restrictions which also lead to a low degree of internationalization. To promote their internationalization, the European Union plans to introduce a supranational private limited liability company (the European private Company, SPE). After an empirical overview of SMEs in the EU, we analyze whether the SPE draft regulation does indeed provide rules which result in (1) low transaction and coordination costs, (2) provide secure ownership rights and (3) reduce information asymmetries and thus mitigate agency relations among owners, management, employees and creditors of SMEs. As this can be agreed to, we ask whether an additional 28th EU-wide private legal form is necessary. We discuss the available empirical findings about the extent of horizontal and vertical competition in company law in the EU. Finally, we examine whether the theory of interjurisdictional competition provides normative arguments in favour or against of introducing the SPE. We conclude that there are no profound objections against the introduction of the SPE from the theory of regulatory competition.
Download or read book Proposal for a European Council Regulation on the Statute for a European Private Company SPE written by Great Britain. Department for Business, Enterprise and Regulatory Reform and published by . This book was released on 2008 with total page 28 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book European Private Company written by Luminița Tuleașcă and published by . This book was released on 2014 with total page 15 pages. Available in PDF, EPUB and Kindle. Book excerpt: Designed as a real european company, with a minimum registered capital of EUR 1, largely accessible, easy to organize and cheap to run, the european private company is to represent a significant reform in the matte of company law in the European Union.Without doubt, the adequacy of the european private company statute to the legal traditions of all member states is an important factor of its use by the foreseen beneficiaries: small and medium enterprises.The advanced stage of the political procedures and negotiations related to the statute impose the analyzing of all the main features of the European Private Company, marked out in official documents and their comparison to those of the companies regulated in Romania and on other member states of the European Union, in order to determine the extent such new company shall represent or nor a new and effective instrument for doing business in the European Union.
Download or read book Developing Two Tiered Regulatory Competition in EU Corporate Law written by Martina Eckardt and published by . This book was released on 2014 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Since the Centros ruling in 1999, Europe has evolved a two-tiered system of corporate laws. This opens up the possibility of some horizontal regulatory competition between the corporate laws of the member states. Following a draft regulation on the European Private Company (SPE), an additional legal form tailored to the needs of small and medium-sized enterprises (SMEs) is being proposed. We analyse whether such a supranational European legal form can be recommended from the perspective of the economic theory of legal federalism. We present a general theoretical framework for studying centralization/harmonization versus the decentralization of legal rules and regulations in regard to corporate law in the EU. Our analysis of the empirical evidence on horizontal regulatory competition and the advantages or disadvantages of such an additional legal form for SMEs shows clearly that it might render many benefits, compared with the existing situation of only (partial) horizontal competition.
