Provisional agreement between Parliament and Council on final act
Role | Committee | Rapporteur | Shadows |
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Lead | JURI | ZWIEFKA Tadeusz (EPP) |
Legal Basis TFEU 050-p1, TFEU 050-p2-ag
Activites
- 2017/06/30 Final act published in Official Journal
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2017/06/14
Final act signed
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2017/06/14
End of procedure in Parliament
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2017/04/05
Results of vote in Parliament
- Results of vote in Parliament
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T8-0103/2017
summary
The European Parliament adopted by 626 votes to 27, with 26 abstentions, a legislative resolution on the proposal for a directive of the European Parliament and of the Council relating to certain aspects of company law (codified text). Parliament adopted its position at first reading taking over the Commission proposal which limits itself to a straightforward codification of the existing texts without any change in their substance. In the interests of clarity and rationality, this proposal seeks to codify the following directives: Council Directive concerning the division of public limited liability companies (82/891/EEC), Council Directive concerning disclosure requirements in respect of branches opened in a Member State by certain types of company governed by the law of another State (89/666/EEC), Directives 2005/56/EC, 2009/101/EC, 2011/35/EU and 2012/30/EU which were substantially amended on several occasions. The proposed Directive lays down measures concerning: the coordination, to make them equivalent, of safeguards which are required by Member States of companies, in respect of the formation of public limited liability companies and the maintenance and alteration of their capital; the coordination, to make them equivalent, of safeguards which are required by Member States of companies, in respect of disclosure, the validity of obligations entered into by, and the nullity of, companies limited by shares or otherwise having limited liability; the disclosure requirements in respect of branches opened in a Member State by certain types of company governed by the law of another State; mergers of public limited liability companies; cross-border mergers of limited liability companies; the division of public limited liability companies.
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2017/03/28
Committee report tabled for plenary, 1st reading/single reading
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A8-0088/2017
summary
The Committee on Legal Affairs adopted the report by Tadeusz ZWIEFKA (EPP, PL) on the proposal for a directive of the European Parliament and of the Council relating to certain aspects of company law (codified text). The committee recommended that the European Parliament adopt its position at first reading, taking over the Commission proposal as adapted to the recommendations of the Consultative Working Party of the legal services of the European Parliament, the Council and the Commission. The examination of this proposal enabled the Consultative Working Party to conclude that the proposal in question contains a straightforward codification of the existing texts without any change in their substance.
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A8-0088/2017
summary
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2017/03/23
Vote in committee, 1st reading/single reading
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2015/12/14
Committee referral announced in Parliament, 1st reading/single reading
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2015/12/03
Legislative proposal published
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COM(2015)0616
summary
PURPOSE: to codify a series of Directives relating to certain aspects of company law. PROPOSED ACT: Directive of the European Parliament and of the Council. ROLE OF THE EUROPEAN PARLIAMENT: the European Parliament decides in accordance with the ordinary legislative procedure and on an equal footing with Council. BACKGROUND: Council Directive 82/891/EEC, Council Directive 89/666/EEC, Directive 2005/56/EC of the European Parliament and of the Council, Directive 2009/101/EC of the European Parliament and of the Council, Directive 2011/35/EU of the European Parliament and of the Council and Directive 2012/30/EU of the European Parliament and of the Council have been substantially amended several times. On 1 April 1987, the Commission decided to instruct its staff that all acts should be codified after no more than ten amendments, stressing that this is a minimum requirement. The Conclusions of the Presidency of the Edinburgh European Council in December 1992 confirmed this, whilst stressing the importance of codification. The European Parliament, the Council and the Commission have agreed, by an interinstitutional agreement dated 20 December 1994, that an accelerated procedure may be used for the fast-track adoption of codification instruments. CONTENT: in the interests of clarity and rationality, this proposal seeks to codify the following directives: Sixth Council Directive concerning the division of public limited liability companies (82/891/EEC), Eleventh Council Directive concerning disclosure requirements in respect of branches opened in a Member State by certain types of company governed by the law of another State (89/666/EEC), Directive 2005/56/EC of the European Parliament and of the Council on cross-border mergers of limited liability companies, Directive 2009/101/EC of the European Parliament and of the Council on coordination of safeguards which, for the protection of the interests of members and third parties, are required by Member States of companies within the meaning of the second paragraph of Article 48 of the Treaty, with a view to making such safeguards equivalent, Directive 2011/35/EU of the European Parliament and of the Council concerning mergers of public limited liability companies, Directive 2012/30/EU of the European Parliament and of the Council on coordination of safeguards which, for the protection of the interests of members and others, are required by Member States of companies within the meaning of the second paragraph of Article 54 of the Treaty on the Functioning of the European Union, in respect of the formation of public limited liability companies and the maintenance and alteration of their capital. The new Directive will supersede the various acts incorporated in it; the proposal fully preserves the content of the acts being codified and hence does no more than bring them together with only such formal amendments as are required by the codification exercise itself. The proposed Directive lays down measures concerning the following: the coordination of safeguards which are required by Member States in respect of the formation of public limited liability companies and the maintenance and alteration of their capital; the coordination of safeguards which are required by Member States concerning disclosure requirements in respect of public and private limited liability companies; the disclosure requirements in respect of branches opened in a Member State by certain types of company governed by the law of another State; mergers of public limited liability companies; cross-border mergers of limited liability companies; the division of public limited liability companies. DELEGATED ACTS: the proposal contains provisions empowering the Commission to adopt delegated acts in accordance with Article 290 of the Treaty on the Functioning of the European Union.
- DG {'url': 'http://ec.europa.eu/info/departments/internal-market-industry-entrepreneurship-and-smes_en', 'title': 'Internal Market, Industry, Entrepreneurship and SMEs'}, BIEŃKOWSKA Elżbieta
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COM(2015)0616
summary
Documents
- Legislative proposal published: COM(2015)0616
- Committee report tabled for plenary, 1st reading/single reading: A8-0088/2017
- Results of vote in Parliament: Results of vote in Parliament
- Decision by Parliament, 1st reading/single reading: T8-0103/2017
- : Directive 2017/1132
- : OJ L 169 30.06.2017, p. 0046
History
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