Download Cross-Border Mergers in Europe (Law Practitioner Series) by Dirk Van Gerven PDF

By Dirk Van Gerven

This dialogue of the Cross-Border Merger Directive and its imposing laws in each one Member kingdom of the eu Union and the ecu fiscal zone offers businesses and their advisors with precious perception into the felony framework acceptable to, and the tax remedy of, cross-border mergers in the course of the ecu monetary zone. research of the neighborhood principles laid down within the Cross-Border Merger Directive and the neighborhood ideas at the tax remedy of cross-border mergers is complemented through chapters at the imposing laws in every one Member kingdom, ready in keeping with a standard layout and contributed through a practitioner from every one country. Annexes include the Cross-Border Merger Directive (Annex I), the Parent-Subsidiary Directive (Annex II) and an inventory of the imposing laws in each one Member country (Annex III).

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Additional resources for Cross-Border Mergers in Europe (Law Practitioner Series) (Volume 1)

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16(3)(e) Dir. and Art. ). The SNB shall also inform the competent organs of the merging companies of the decisions taken (Art. 16(3)(e) Dir. and Art. ). 33. Finally, it is important to note that the Directive allows the Member States to provide that the standard rules on employee participation shall not apply (Art. 16(3)(e) Dir. and Art. ). Curiously, this means that the Member States have the option of not providing for an alternative system of participation. In such a scenario, it is reasonable to assume that the participation rules, if any, in force in the Member State where the registered office of the company resulting from the cross-border merger will be located shall apply.

35. Every member of the administrative body or, where appropriate, the supervisory body of the company resulting from the cross-border merger who has been elected, appointed or recommended by the SNB or, depending on the circumstances, by the employees directly shall be a full member with the same rights and obligations as members representing shareholders, including the right to vote (Art. 16(3)(h) Dir. ). 36. Like SNB members, employee representatives on the supervisory or administrative organ of the company resulting from the cross-border merger who are also employees of this company or of one of its subsidiaries or establishments shall enjoy, in the exercise of their duties, the same protection and guarantees provided for employee representatives by national law and/or practice in their country of employment (Art.

IX Protection of employee representatives 40.

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