A future directive on the subject could facilitate cross-border mobility of European companies and enhance legal certainty
The notaries of Europe, meeting at their 4th Congress, have presented a series of proposals with regard to a directive on the transfer of company seat in the European Union. There is currently no harmonised European framework for the cross-border transfer of seat. A transfer depends on national laws, taking into account the principles established by the Court of Justice of the European Union .
For the notaries of Europe, a future directive should provide for appropriate procedural rules and safeguards to protect workers, minority shareholders and creditors. The issue of the cross-border transfer of seat is relevant, particularly since the UK’s decision to leave the European Union. Many companies currently based in the United Kingdom are planning to transfer their seats to another Member State in order to maintain their status as European companies.
The European Union has been looking for solutions to facilitate the transfer of company seat within the European area since 1997, the year in which a draft Directive was presented which failed to gain approval. In accordance with the case law of the Court of Justice of the European Union, the cross-border transfer of seat within the European Union is protected by the freedom of establishment, provided that the company actually pursues a genuine economic activity in the host Member State.
4th Notaries of Europe Congress
From 5 to 7 October, notaries from 22 EU countries are gathering in the Spanish city of Santiago de Compostela for the Congress organised by the Council of the Notariats of the European Union (CNUE) on “EU Law at the Service of Citizens”. The current President of the CNUE, which represents more than 40,000 notaries in Europe, is a Spanish notary, Mr José Manuel García Collantes. More than 600 notaries are attending this fourth Congress, along with senior officials of the European and Spanish institutions, representatives of consumer and business organisations and other legal practitioners.
Consult the Congress programme at www.notariesofeurope-congress2017.eu
Congress Facebook page: @notariescongress
Congress Twitter account: @NotaryCongress and #NotariesCongress