Book contents
- Frontmatter
- Contents
- Contributors
- Preface
- Part I EC rules on cross-border mergers
- Part II Application in each Member State National reports for the EU Member States
- Part III Application in the EEA Member States
- Part IV Annexes
- Annex I Council Directive 2005/56/EC of 26 October 2005 on cross-border mergers of limited liability companies (the ‘Cross-border Merger Directive’)
- Annex II Council Directive 90/435/EEC of 23 July 1990 on the common system of taxation applicable in the case of parent companies and subsidiaries of different Member States (the ‘Parent–Subsidiary Directive’)
- Annex III List of national laws implementing the Cross-border Merger Directive
- Index
Annex I - Council Directive 2005/56/EC of 26 October 2005 on cross-border mergers of limited liability companies (the ‘Cross-border Merger Directive’)
from Part IV - Annexes
Published online by Cambridge University Press: 03 May 2010
- Frontmatter
- Contents
- Contributors
- Preface
- Part I EC rules on cross-border mergers
- Part II Application in each Member State National reports for the EU Member States
- Part III Application in the EEA Member States
- Part IV Annexes
- Annex I Council Directive 2005/56/EC of 26 October 2005 on cross-border mergers of limited liability companies (the ‘Cross-border Merger Directive’)
- Annex II Council Directive 90/435/EEC of 23 July 1990 on the common system of taxation applicable in the case of parent companies and subsidiaries of different Member States (the ‘Parent–Subsidiary Directive’)
- Annex III List of national laws implementing the Cross-border Merger Directive
- Index
Summary
THE EUROPEAN PARLIAMENT AND THE COUNCIL OF THE EUROPEAN UNION,
Having regard to the Treaty establishing the European Community, and in particular Article 44 thereof,
Having regard to the proposal from the Commission,
Having regard to the opinion of the European Economic and Social Committee,
Acting in accordance with the procedure laid down in Article 251 of the Treaty,
Whereas:
(1) There is a need for cooperation and consolidation between limited liability companies from different Member States. However, as regards cross-border mergers of limited liability companies, they encounter many legislative and administrative difficulties in the Community. It is therefore necessary, with a view to the completion and functioning of the single market, to lay down Community provisions to facilitate the carryingout of cross-border mergers between various types of limited liability company governed by the laws of different Member States.
(2) This Directive facilitates the cross-border merger of limited liability companies as defined herein. The laws of the Member States are to allow the cross-border merger of a national limited liability company with a limited liability company from another Member State if the national law of the relevant Member States permits mergers between such types of company.
[…]
- Type
- Chapter
- Information
- Cross-Border Mergers in Europe , pp. 327 - 336Publisher: Cambridge University PressPrint publication year: 2010
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