Upgrading EU Company Law for digital solutions and cross-border operations

This briefing is one in a series of 'Implementation Appraisals' on the operation of existing EU legislation in practice. Each such briefing focuses on a specific EU law which is likely to be amended or reviewed, as foreseen in the European Commission's Annual Work Programme.

Implementation Appraisals aim to provide a succinct overview of material publicly available on the implementation, application and effectiveness of an EU law to date – drawing on available input from the EU institutions and external organisations. They are provided to assist parliamentary committees in their consideration of the new proposals, once tabled.Currently, EU company law is partially codified in Directive (EU) 2017/1132 relating to certain aspects of company law. Harmonisation of EU company law is a prerequisite for deploying a fully-fledged digital single market enabling all operators, in particular SMEs, to draw on the potential of the digital economy and to eliminate unnecessary barriers, while safeguarding their rights and providing legal and cyber security.

Despite the recent codification and recently amended other pieces of EU company law, problems linked with legal certainty, administrative burden, unnecessary costs for companies resulting in lack of transparency or ineffective protection of companies, still remain. These points were noted and underscored several times by the European Parliament.

The European Commission was expected to publish a legislative proposal on an EU company law package on 16 January 2018, potentially addressing digitalisation, cross-border mergers, divisions and conversions, as well as rules on conflict of laws related to company law.

Author: Helmut Werner, Milan Remáč

EP: EPRS: Briefing: Implementation Appraisal: Ex-ante Impact Assessment http://www.europarl.europa.eu/thinktank/en/search.html?policyAreas=EXIMAS

EP: EPRS: Briefing: Implementation in Action, November 2017: Implementation appraisals following the Commission Work Programme 2018 http://www.europeansources.info/record/implementation-appraisals-following-the-commission-work-programme-2018/

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