Activities of Kurt LECHNER related to 2008/0130(CNS)
Legal basis opinions (0)
Amendments (19)
Amendment 69 #
Proposal for a regulation
Article 3 – paragraph 1 – point e a (new)
Article 3 – paragraph 1 – point e a (new)
(ea) it shall have a business object.
Amendment 79 #
Proposal for a regulation
Article 5 – paragraph 1
Article 5 – paragraph 1
1. Member States shall allow the formation of an SPE by any of the following methods: (a) the creation of a SPEThe formation of an SPE shall be possible: (a) in accordance with this Regulation; (b) through the transformation of an existing company; (c) the merger of existing companies; (d) the division of an existing company.
Amendment 85 #
Proposal for a regulation
Article 7 – paragraph 2
Article 7 – paragraph 2
An SPE shall not be under any obligation to have its central administration or principal place of business in the Member State in which it has its registered office.
Amendment 89 #
Proposal for a regulation
Article 8 – paragraph 2
Article 8 – paragraph 2
2. The articles of association of a SPE shall be in writing andexist at least in written form and shall be signed by every founding shareholder.
Amendment 90 #
Proposal for a regulation
Article 8 – paragraph 2
Article 8 – paragraph 2
2. The official requirements relating to the articles of association of an SPE shall be in writinggoverned by the applicable national law. The articles of association shall nevertheless exist at least in written form and be signed by every founding shareholder.
Amendment 91 #
Proposal for a regulation
Article 8 – paragraph 2
Article 8 – paragraph 2
2. The official requirements relating to the articles of association of an SPE shall be in writing and signed by every founding shareholdergoverned by the applicable national law.
Amendment 94 #
Proposal for a regulation
Article 8 – paragraph 3 – point b
Article 8 – paragraph 3 – point b
(b) in relation to third parties, in accordance with the provisions of the applicable national law implementing paragraphs 5, 6 and 7 of Article 3 of Directive 68/151/EEC. The Member States may additionally make applicability as regards third parties dependent on a disclosure in accordance with Article 3(2) of Directive 68/151/EEC.
Amendment 97 #
Proposal for a regulation
Article 10 – paragraph 1
Article 10 – paragraph 1
1. Application for registration shall be made by the founding shareholders of the SPE or by any person authorised by them. Such application may be made by electronic means in accordance with Directive 68/151/EEC.
Amendment 103 #
Proposal for a regulation
Article 10 – paragraph 2 – point g a (new)
Article 10 – paragraph 2 – point g a (new)
(ga) the business object of the SPE;
Amendment 110 #
Proposal for a regulation
Article 10 – paragraph 4 – introductory part
Article 10 – paragraph 4 – introductory part
4. Registration of the SPE mayshall be subject to onlyat least one of the following requirements:
Amendment 113 #
Proposal for a regulation
Article 10 – paragraph 5
Article 10 – paragraph 5
5. The SPE shall submit any change in the particulars or documents referred to in points (a) to (g) of paragraph 2 to the register within 14 calendar days of the day on which the change takes place. After every amendment to the articles of association, the SPE shall submit its complete text to the register as amended to date. Paragraph 1 and paragraph 4 shall apply mutatis mutandis. Any amendment shall be published in accordance with Article 3(2) of Directive 68/151/EEC.
Amendment 116 #
Proposal for a regulation
Article 14 – paragraph 5 a (new)
Article 14 – paragraph 5 a (new)
5a. The Member States may, in addition to providing for shares to be recorded in the list of shareholders, provide for the shares to be published in a public register.
Amendment 121 #
Proposal for a regulation
Article 15 – paragraph 4 a (new)
Article 15 – paragraph 4 a (new)
4a. In the case of Article 14(5), paragraphs 1 and 2 of this article shall apply mutatis mutandis to publication in the public register.
Amendment 122 #
Proposal for a regulation
Article 15 – paragraph 4 a (new)
Article 15 – paragraph 4 a (new)
4a. The Member States may, in accordance with the provisions of national law, in addition to the requirements set out in paragraph 3, provide for shares to be published in a public register and shall ensure that third parties may inspect the list and obtain copies thereof provided they can credibly demonstrate a justifiable interest.
Amendment 126 #
Proposal for a regulation
Article 16 – paragraph 2
Article 16 – paragraph 2
2. All agreements on the transfer of shares shall be at least in written form. The Member States may make their validity conditional on official verification of lawfulness of the act of transfer by an administrative or judicial body or on public authentication.
Amendment 128 #
Proposal for a regulation
Article 16 – paragraph 3
Article 16 – paragraph 3
3. On notification of a transfer, the management body shall, without undue delay, enter the shareholder in the list referred to in Article 15, provided that the transfer has been executed in accordance with this Regulation and the articles of association of the SPE and the shareholder submits reasonable evidence as to his lawful ownership of the share. In the case of Article 14(4a), the management body shall make the request for publication on the register without undue delay.
Amendment 131 #
Proposal for a regulation
Article 16 – paragraph 4 – point b
Article 16 – paragraph 4 – point b
(b) in relation to third parties, on the day the shareholder is entered in the list referred to in Article 15 or the third party’s status as shareholder is published in the register referred to in Article 14(4a).
Amendment 152 #
Proposal for a regulation
Article 21 – paragraph 1 – subparagraph 1
Article 21 – paragraph 1 – subparagraph 1
2. If the articles of association so require, tThe management body of the SPE, in addition to complying with paragraph 1, shall sign a statement, hereinafter a 'solvency certificate', before a distribution is made, certifying that the SPE will be able to pay its debts as they become due in the normal course of business within one year of the date of the distribution. Shareholders shall be provided with the solvency certificate before the resolution on the distribution referred to in Article 27 is taken.
Amendment 164 #
Proposal for a regulation
Article 33 – paragraph 3 a (new)
Article 33 – paragraph 3 a (new)
3a. The appointment, termination of office and particulars of the members of the management body who are authorised to represent the company in dealings with third parties and in legal proceedings shall be disclosed by entry in the register referred to in Article 9(1).