scholarly journals Will the sup be an Effective Legal Form for smes as Well as for Subsidiaries within the European Union?

2017 ◽  
Vol 4 (3) ◽  
pp. 246-287
Author(s):  
Hylda Boschma ◽  
Hanny Schutte-Veenstra
Keyword(s):  
European Union ◽  
Limited Liability ◽  
Limited Liability Company ◽  
The European Union ◽  
Legal Form ◽  
Member States ◽  
National Legislation ◽  
Legal Forms ◽  
Common Label

In 2014, the Commission published a proposal for a Directive that introduces a single- member private limited liability company, under a common label: Societas Unius Personae (sup), into the national legislation of the eu-Member States. In this publication it is examined what kind of legal forms of capital companies already exist in the eu-Member States and whether the sup is a welcome addition. The proposed legal form of the sup is analysed in order to answer the question whether the sup is an appropriate legal form for smes and subsidiaries. Furthermore attention is paid to issues which generally arise when the European legislator attempts to introduce a new legal enterprise-form, such as the sup. The authors conclude that there are no irreconcilable differences between the laws of the eu-Member States that might hinder the introduction of the sup. Also the European principles of subsidiarity and proportionality will not constitute an obstacle.

scholarly journals Some Current Problems with the Regulation of Limited Liability Companies in Serbia

2020 ◽  
Vol 1 (1) ◽  
pp. 131-145
Author(s):  
Vladimir Marjanski ◽  
Attila Dudás
Keyword(s):  
European Union ◽  
Legal Status ◽  
Limited Liability ◽  
Company Law ◽  
The European Union ◽  
Legal Form ◽  
Legal Norms ◽  
Legal Forms ◽  
A Company

In Serbia, the legal status of limited liability companies (LLCs; društvo sa ograničenom odgovornošću, d.o.o.) is for the most part regulated by the Companies Act (Zakon o privrednim društvima). All four basic legal forms of company are regulated by this Act. Unlike in Austria and Germany, there are no special laws on LLCs and joint stock companies (JSCs). Regulating all legal forms of a company with the same act, including procedures for their liquidation, status changes (acquisition, merger, division, and spin-off), and changes of legal form, may be considered a conceptual shortcoming of the regulation relating to LLCs and of company law in Serbia in general. A specific law would enable legislators to tailor detailed rules pertaining only to LLCs, in which all peculiarities of this legal form of companies might be better addressed. Furthermore, there are relatively numerous legal norms applicable to JSCs, the appropriate application of which is can be legally extended to LLCs. However, most of them are not conceptually applicable due to the different nature of JSCs and LLCs. In addition, company law will have to undergo significant changes in upcoming years due to the process of accession of Serbia to the European Union and the fulfilment of the conditions contained in chapter 6 of the accession negotiations pertaining to company law.

scholarly journals CROSS–BORDER MERGERS – THE CONCEPT AND ITS IMPLEMENTATION INTO THE LEGAL ORDER OF THE SLOVAK REPUBLIC CEZHRANIČNÉ ZLÚČENIE ALEBO SPLYNUTIE

2013 ◽  
Vol 2 (2) ◽  
pp. 54-60
Author(s):  
Jarmila Lazíková ◽  
Lucia Belková ◽  
Zuzana Ilková ◽  
Jana Ďurkovičová
Keyword(s):  
European Union ◽  
Slovak Republic ◽  
Limited Liability ◽  
Legal Order ◽  
Central Administration ◽  
The European Union ◽  
European Union Law ◽  
Legal Form ◽  
Cross Border ◽  
Registered Office

Abstract Cross-border mergers are regulated by the Directive 2005/56/EC of the European Parliament and of the Council of 26 October 2005 on crossborder mergers of limited liability companies. This article deals with the issue of cross-border mergers of limited liability companies within the internal market of the European Union, more precisely it analyzes the question of the concept of a cross-border merger under the European Union law and its implementation into the national legal order of the Slovak Republic. The legal definition of a cross-border merger under the European Union law comprises three key conditions that must be met cumulatively: cross-border merger is applicable only for a business company formed in accordance with the law of an EU Member State, having its registered office, central administration or principal place of business within the Community, and at the same time business company must be in an eligible legal form and a cross-border element must be given.

Joint Exercise of Sovereign Powers of the Member States of the European Union. The French Approach to Legal Understanding of the European Union

2020 ◽  
Vol 2 (4) ◽  
pp. 77-108
Author(s):  
P.-Y. Monjal ◽  
Keyword(s):  
European Union ◽  
Point Of View ◽  
Federal State ◽  
The European Union ◽  
Legal Doctrine ◽  
Legal Form ◽  
Member States ◽  
Legal Traditions ◽  
Long Time ◽  
Legal Understanding

Introduction. This article analyses the legal nature of the European Union (hereinafter referred to as the Union). The research presented in this article is based on two closely related theses. On the one hand, the Union is a legally qualifying entity, and on the other hand,the Unionists for a long time exercising legal (judicial) activism because they have been trying to form their own entity. Theoretical Basis. Methods. The object of the study is the legal identification of the Union and the semantic and conceptual category of ‘joint exercise of powers’. Taking into account the data from the analysis of doctrinal sources, Union law, applying the methodological tools of functionalism as a sociological and anthropological theory, which offers an explanation of the functioning of society based on elements that ensure stability, the author concludes that the stability manifest¬ed in the independence of the Union leads to the opposite effect – a break with the democratic foundations of states that united in the Union, yielding part of their sovereignty. Results. The author of the article concludes that the peculiarity of the Union lies in the particular way in which it exercises the state powers delegated to it. What distinguishes it from other categories of international governmental organisations is not so much the accumulation of powers, their scope and multipolarity, but rather how they are exercised. In this context, Member States are faced not so much with the deprivation of national powers as with a new manifestation of shared sovereignty embodied in the concept of shared exercise of powers. Discussion and Conclusion. From a legal point of view, the Union is a unique, distinctive legal and political entity. The Member States rejected the federal (state-legal) form of the Union. It cannot be reduced to an international intergovernmental organisation, although it borrows much from this legal category. The Union has many specific features in economic, political and legal terms that characterise it as a special subject of public international law. The concept of the Union reflects the legal traditions of the Member States. The author summarises in the article that French legal doctrine has been able to offer a theoretical vision of the Union in terms of the particularities of its political-legal culture. The author therefore believes that the joint exercise of powers is a tool that reveals the essence of the Union. This makes it difficult for France, which has a very developed concept of national sovereignty, to legal understanding of nature of the Union.

Resolution 2300 (Council of Eur. Parl. Assembly)

2020 ◽  
Vol 59 (3) ◽  
pp. 487-494
Author(s):  
David Lewis
Keyword(s):  
European Union ◽  
Human Rights ◽  
The European Union ◽  
Council Of Europe ◽  
Member States ◽  
National Legislation ◽  
Eu Member States ◽  
Eu Directive ◽  
The Eu

This Resolution was adopted in October 2019 following a report of the Committee on Legal Affairs and Human Rights. It has to be seen in the context of previous Council of Europe activity on this topic as well as the European Union (EU) Directive on the protection of persons who report breaches of Union law. The content of the EU Directive was agreed earlier in 2019 and EU Member States are obliged to transpose it into national legislation by December 2021.

scholarly journals Regulatory and Legal Enforcement of Cyber Security in Countries of the European Union: The Experience of Germany and France

Teisė ◽  
2021 ◽  
Vol 121 ◽  
pp. 135-147
Author(s):  
Sviatoslav Kavyn ◽  
Ivan Bratsuk ◽  
Anatoliy Lytvynenko
Keyword(s):  
European Union ◽  
Information Security ◽  
National Security ◽  
Legal Regulation ◽  
Vector System ◽  
The European Union ◽  
Member States ◽  
National Legislation ◽  
Eu Member States ◽  
The Eu

This article is devoted to the study of information security in the EU member states, in particular Germany and France, in the context of the analysis of their national legislation, state, national programs and regulations. Particular attention is paid to the study of the features of regulatory and legal security of information security of Germany and France in the context of the study of their national legislation in terms of economic security as an inherent component of national security. In the course of this study the peculiarities of the functioning of the institutional and legal mechanism of cyber defense in the context of the multi-vector system of international security and legal regulation of international cooperation are analyzed. The article substantiates the expediency of developing an integrated, coordinated information policy of the EU member states in order to unify approaches to information security.At the same time, the current realities of European Union policy require comprehensive research in the context of ensuring national interests, developing effective mechanisms for protecting the information space, and legal mechanisms for shaping the economic system as a strategic factor of national security. Accordingly, the approaches to information security adopted in the European Union are currently not unified due to the geopolitical specifics of the EU’s countries. Therefore, the research, evaluation, and implementation of the positive experience of Germany and France in this area, according to the authors, is important in building the information security system of the European Union in the context of reliable protection against cyber threats.

scholarly journals The concept of constitutional pluralism as the fundamental basis for the development of the European Union legal order

2021 ◽  
Vol 12 (34) ◽  
pp. 361-378
Author(s):  
Vitalii Gutnyk ◽  
Ivan Bratsuk ◽  
Stepan Burak ◽  
Antonina Zubareva
Keyword(s):  
European Union ◽  
Legal System ◽  
Legal Order ◽  
The European Union ◽  
Constitutional Courts ◽  
European Union Law ◽  
Member States ◽  
National Legislation ◽  
Methodological Basis ◽  
Constitutional Pluralism

The objective of this article is to analyze the concept of constitutional pluralism as a methodological basis for the construction of the legal system of the European Union. In particular, attention is paid to investigating the particularities of the interaction and operation of the different constitutional legal systems within the legal sphere of the European Union, studying the constitutional collisions derived from the interaction of European Union law and the law national of the Member States. Dialectical, comparative legal, historical, systemic-structural and formal dogmatic methods were used in the research. The article concluded that the national constitutional courts of the Member States of the European Union can give priority to their constitutional rules only if those rules are clear and reflect substantial constitutional obligations. However, in any case, in order to maintain the coherence of the legislation of the European Union and the national legislation of the Member States, it is necessary to amend the national Constitutions of the Member States of the European Union.

scholarly journals Quantification of Harm and the Damages Directive: Implementation in CEE Countries

2017 ◽  
Vol 10 (5) ◽  
pp. 111-131
Author(s):  
Valentinas Mikelėnas ◽  
Rasa Zaščiurinskaitė
Keyword(s):  
European Union ◽  
Case Law ◽  
Private Enforcement ◽  
Antitrust Enforcement ◽  
The European Union ◽  
Member States ◽  
National Legislation ◽  
National Courts ◽  
General Rules ◽  
Full Compensation

Quantification of harm is regarded as one of the most significant obstacles for the full compensation of harm and development of private enforcement within the European Union, including CEE Member States. Consequently, the Damages Directive establishes general rules and requirements for the quantification of harm, such as a rebuttable presumption of harm in case of cartels, the power of national courts to estimate harm as well as others, which closely interact with the principle of full compensation emphasized by the case-law of the European Union and directly established in the Damages Directive. The main focus of this paper is the effectiveness of the rules on the quantification of harm in general, and how these rules will contribute to the development of private antitrust enforcement in CEE Member States. Therefore, one of the issues to be discussed in the paper is the analysis of how, and to what extent specific rules and requirements for the quantification of harm have been transposed into the national legislation of CEE Member States. As certain CEE national jurisdictions have had certain rules for the quantification of harm already before the implementation of the Damages Directive, the paper analyses how effective these rules have been, and how much they have contributed to the development of private antitrust enforcement of those CEE national jurisdictions. Previous experience of those CEE Member States in applying specific rules for the quantification of harm is important, in order to assess the possible impact of the newly introduced rules on the quantification of harm and on private antitrust enforcement in general in other CEE Member States. The rules for the quantification of harm will not enhance private antitrust enforcement on their own, however, their effective application by national courts together with other rules under the Damages Directive should contribute to a quicker development of private enforcement in CEE Members States.

scholarly journals The European Union as mistake - realizations of European unity

conexus ◽  
2019 ◽  
pp. 196-211
Author(s):  
Malcolm MacLaren
Keyword(s):  
European Union ◽  
Iterative Process ◽  
The Political ◽  
The European Union ◽  
Legal Form ◽  
European Unity ◽  
Long Line ◽  
Legal Forms ◽  
Over Time ◽  
The Eu

The European Union (EU) is the latest in a long line of failed attempts at European unity. Motivated by adverse experience, its founders proscribed a political and legal form for ‘Europe’, and their followers have sought to impose order and to effect integration. As predictable as the attempt has been the failure (attested by the frequent, complex, unresolved crises). It is not merely that the circumstances, conditions, and concerns have markedly changed (and continue to change) over time; it is more that ‘Europe’ cannot be successfully subjected to such schemes. Considered constructively, the experience of the EU offers insights into the process of constituting a polity. The first and last is the insight that unification is an iterative process, not an outcome; an ‘ever closer union’ is not an end state (literally or figuratively). These lie partly in the inescapably contextual nature of attempts at unifying Europe, each attempt being contingent on the circumstances etc. prevailing. A common will to order and belief in societal malleability may be present at particular periods among particular European elites (be they driven by functionalism, megalomania, or otherwise). However, determinative is the reality that no such schemes are realizable. The political and legal forms that might be suitable to the challenge of constituting the polity exceed our cognitive grasp. ‘Europe’ is too untidy and too fissiparous to be ruled through deliberation. Invariably, the best-laid plans of European statesmen have gone, and will go, awry. In this essay, I consider the meaning of European unification, not so much according to the normative or empirical details of given attempts, as according to the epistemological magnitude of repeated failures. In the way of conclusion, I will pointedly not propose a way out of the contemporary crises etc. or an own project for European unity.

scholarly journals Expulsion or Imprisonment? Criminal Law Sanctions for Breaching an Entry Ban in the Light of Crimmigration Law

2017 ◽  
Vol 4 (2) ◽  
pp. 247
Author(s):  
Jim Waasdorp ◽  
Aniel Pahladsingh
Keyword(s):  
European Union ◽  
Criminal Law ◽  
Case Law ◽  
The European Union ◽  
Illegal Migration ◽  
Member States ◽  
National Legislation ◽  
Illegal Migrant ◽  
Court Of Justice ◽  
The Eu

At EU-level, the use of substantive criminal law as a response to illegal migration is materialised by both the EU legislator and the Member States individually. EU involvement in criminalizing illegal migration takes place in a twofold manner: directly, through harmonization of national legislations, and indirectly, through the case law of the Court of Justice of the European Union (CJEU). An example of the latter is the case law of the CJEU regarding criminal law sanctions for breaching an entry ban. In 2008 the EU adopted the Return Directive. This directive aims at establishing common standards and procedures to be applied in Member States for returning illegally staying third-country nationals. To actually effectuate their return, the Return Directive provides for several instruments, inter alia, entry bans. In this article, we will analyse six judgments of the CJEU in the light of crimmigration law and make a distinction between the Member Statesʼ power to classify a breach of an entry ban as an offence and to lay down criminal law sanctions in national legislation, and their power to impose such sanctions.Key notes: Return Directive, entry ban, illegal migrant, criminal law sanctions, crimmigration, expulsion  

scholarly journals Legal significance of the decisions of the court of the European Union concerning the application of commonwealth energy legislation in the energy sphere by other states-participants and issue on the use of such decisions by the courts of Ukraine in the resolution of relevant disputes

2021 ◽  
Author(s):  
Maryna Semenova
Keyword(s):  
European Union ◽  
Eu Law ◽  
The European Union ◽  
Legal Form ◽  
Member States ◽  
Association Agreement ◽  
Court Of Justice ◽  
European Court ◽  
Energy Community ◽  
The Eu

Problem setting. The Court of the European Union is a central term, which characterizes the entire court system of the European Union, which, without a doubt, includes three lanes: the Court of Justice, the Zagalny Court and special judges. Such an institute is aimed at accepting new acts of legal form and legal significance, and the very decision, the decision of the institution. The acceptance of such acts is a manifestation of the implementation of the judicial competence of the named institution, however, the link with the system is determined by the following: which may be the reason for the nature of precedent practice; both the established stench for the use of the Court itself by the Court of Justice itself, as well as by the other institutions, which have been approved by Article 13 of the Treaty on the European Union; what is the decision of the Court EU norms of law EU. Analysis of the meaningful nutrition is the subject of a complete dosage. Analysis of recent researches and publications. The legal meaning of the decision to the Court of the European Union and the possibility of implementing such decisions before the legislation of Ukraine. Target of research is to examine the status of decisions of the Court of Justice of the European Union as a precedent. Article’s main body. The research is devoted to the analysis of the legal significance of the decisions of the Court of Justice of the European Union on the application of acts of the legislation of the Energy Community in the field of energy by the courts of Ukraine in resolving relevant disputes. It is noted that the Court of Justice of the EU is a judicial institution of another legal order, an international organization – the European Union, whose practice is fundamental to the development of the rule of law in the European Union. However, it is stated that the national courts of the EU member states are tasked with the daily application of EU law in accordance with the principles of supremacy, direct action and responsibility of member states for compliance with EU law. It is established that the legal basis for the functioning of the electricity market is the Constitution of Ukraine, special laws, international treaties of Ukraine, approved by the Verkhovna Rada of Ukraine, and other legislation of Ukraine, according to which the subjects of power and courts In applying the provisions of this Law, the law enforcement practice of the Energy Community and the European Union shall be taken into account, in particular decisions of the Court of Justice of the European Union (European Court of Justice, General Court), the European Commission and the Energy Community Secretariat. Conclusions and prospects for the development. A systematic analysis of the norms of national and international law allows us to conclude that the provisions of the Association Agreement between Ukraine and the EU are part of the national legislation of Ukraine, its provisions are mandatory and binding throughout Ukraine. Therefore, the case law of the Court of Justice of the European Union is applicable to the courts of Ukraine in resolving disputes concerning the application of energy legislation in the field of energy by other member states in full in the same manner as for the application of European Court of Human Rights.

Sign in / Sign up

Export Citation Format

Share Document