EU Company law upgraded: Rules on digital solutions and efficient cross-border operations

Deadline:

Policy Field

Civil and Commercial Justice

Period of consultation

From 10 05 2017 to 06 08 2017 (min 12 weeks)

Policy context of the consultation

The Commission work programme for 2017 [1] announced an initiative on company law to facilitate the use of digital technologies throughout a company’s lifecycle and cross-border mergers and divisions.  This consultation seeks views on the scope and content of such an initiative.

The results of previous consultations[2] have shown support among stakeholders for promoting the use of digital tools in company law and for addressing the issue of cross-border operations of companies[3]. The 2015 Conference on Company Law in the Digital Age[4] confirmed this. All the main groups of stakeholders have, in particular, made strong calls for EU action on cross-border conversions, including in the 2009 and 2012 European Parliament Resolutions. Conflict-of-law rules already exist in civil and commercial law for contract, tort and delict, and insolvency, but an important gap remains for the law applicable to companies. The European Council has also identified this gap. Already in the Stockholm programme of 2009 it identified company law as an area where the process of harmonising conflict-of-law rules at EU level should continue.

Objective of the consultation

The aim of this public consultation is to collect input from stakeholders on problems in company law, gather evidence of such problems and ask their views on possible solutions on how to address the problems at EU level. The consultation is divided into four parts:

  • Part 1: The reasons to act
  • Part 2: The use of online tools throughout the companies' lifecycle
  • Part 3: The cross-border mobility of companies (mergers, divisions, conversions)
  • Part 4: The conflict-of-law rules for companies

The responses will be used to identify which aspects may possibly be addressed in legislative measures and which in other possible complimentary actions in the context of the upcoming company law initiative. However, the results of the consultation are without prejudice to any action the Commission may take in this field.

The responses will be taken into account in the Commission’s impact assessment report in parallel with the results of external studies carried out for the Commission and other available information.

Who can reply to this consultation?

It is important for the European Commission to obtain views and input from the broadest public possible. Contributions are particularly sought from:

  • industry and business, including all types of companies from all sectors;
  • representative associations at EU and national level (for example, representing the interests of the business community, consumers, trade unions and the legal profession);
  • investors and their associations;
  • public authorities, including national business registers and judiciary;
  • individuals (EU entrepreneurs, consumers); and
  • research and academia.

How to submit your contribution?

This consultation questionnaire can be filled out online and respondents are strongly encouraged to make use of this electronic tool when replying.

It is not compulsory to answer all questions. Even if you are not an expert, please feel free to answer as many questions as you consider appropriate. In any case, please note that we cannot guarantee to be able to take account of replies received after the deadline of 06/08/2017.

All contributions will be published on the website of the European Commission, subject to data protection rules and the restrictions applicable to organisations.

In the interest of transparency, the Commission asks organisations that wish to submit comments in the context of public consultations to provide the Commission and the public at large with information about whom and what they represent by registering in the Transparency Register and subscribing to its Code of Conduct. If an organisation decides not to provide this information, it is the Commission's stated policy to list the contribution as part of the individual contributions (Consultation Standards, see COM (2002) 704, and Communication on ETI Follow-up, see COM (2007) 127 of 21/03/2007).

If you are a registered organisation, please indicate your Register ID number in the Transparency Register when replying to the online questionnaire. Your contribution will then be considered as representative of the views of your organisation.

If your organisation is not registered, you have the opportunity to REGISTER NOW. Then you can return to this page and submit your contribution as a registered organisation.

Questionnaire

• Online Consultation Questionnaire available here

The questionnaire is for a moment only available in English. All language versions, except from Gaelige, will be available as soon as possible. Please check regularly the website.

Contact details for more information

Responsible service: DG Justice, Directorate A - Civil Justice

E-mail: just-company-law@ec.europa.eu

Postal address: European Commission
Directorate-General for Justice and Consumers
Unit A 3 Company Law - Secretariat
Rue Montoyer 59,
1049 BRUSSELS, Belgium

Please always indicate the following subject line in your correspondence CONSULTATION ON COMPANY LAW PACKAGE

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Thank you for your participation!

Footnotes

[1] COM(2016) 710 final, 25.10.2016.

[3] For the purposes of this consultation, cross-border operations of companies include cross-border divisions, cross-border mergers and cross-border conversions (i.e. transfers of seat of companies to another Member State).