Directive 2005/56/EC facilitates the cross-border mergers of
limited-liability companies. It fills an important gap in European company
law by setting up a simple framework in which, as a general rule, each
merging company is governed by the provisions of its national law
applicable to domestic mergers.
The directive was the first measure adopted under the Commission’s 2003
Action Plan on company law and corporate governance in the European Union.
The transposition deadline of the directive expired on 15 December
2007.
Scope of the rules and competent authorities
12.01.2009
Scope of the rules and competent authorities
Member States have requested the Commission to gather information on
the following matters:
the types of companies which are subject to the rules of the
cross-border merger directive in the different Member States and EEA
countries,
the national authorities competent to issue a pre-merger certificate
(Article 10), to scrutinise the legality of a merger (Article 11) and to
register a merger (Article 13).
The gathered data is only for information. Member States have no legal
obligation to supply data on the matters above. The table will be updated
if further information becomes available.
Cross-border mergers Directive adopted and published
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