CONCLUSION: THE FUTURE OF UK COMPANY LAW

Abstract The world faces a complex convergence of social and ecological crises: climate change, biodiversity loss, resource scarcity, human rights violations, rising inequality and societal instability. The United Nations adopted Sustainable Development Goals (SDGs) for ‘the future of humanity and of our planet’, calling on business to contribute to solving these pressing challenges. Yet business in aggregate is a driver of the current convergence of crises and the discussion of how to promote sustainable business is therefore high up also on the agenda of the European Union (EU). The EU increasingly shows recognition of the need for regulatory initiatives to promote the integration of sustainability into European business, resonating with the EU’s high-level commitment to sustainability. This article is a contribution to the discourse on how to regulate European business so that it contributes to a sustainable future for all, including for European business itself. The article briefly outlines the basis in the EU treaties for reform of EU company law and the risks of continued unsustainability, moving on to the argument for including company law in the legislative toolbox, and outlining ideas for how such a reform could be shaped.

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The Europeanization of Corporate Law

Comparative Company Law ◽

10.1093/oso/9780199572205.003.0002 ◽

2019 ◽

pp. 85-154

Author(s):

Carsten Gerner-Beuerle ◽

Michael Schillig

Keyword(s):

Case Law ◽

Internal Market ◽

Corporate Law ◽

Company Law ◽

Eu Law ◽

Freedom Of Establishment ◽

The Future ◽

Corporate Mobility ◽

Law Making ◽

The Eu

This chapter begins with an overview of the nature and effects of EU law and the EU law-making process, with particular focus on the internal market. This is followed by an analysis of the acquis unionaire—the EU law with company law relevance at both Treaty level and the level of secondary legislation (regulations and directives). It emphasizes the trajectory of EU company law and its development in distinguishable ‘waves’. It then turns to the issue of corporate mobility within the Union, on the basis of the Court’s case law on freedom of establishment, as well as the emerging EU law infrastructure for corporate mobility transactions. The chapter concludes with some speculation about the future of EU company law in the light of Brexit.

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Pandemic-Resistant Corporate Law: How to Help Companies Cope with Existential Threats and Extreme Uncertainty During the Covid-19 Crisis

European Company and Financial Law Review ◽

10.1515/ecfr-2020-0014 ◽

2020 ◽

Vol 17 (3-4) ◽

pp. 257-273

Author(s):

Luca Enriques

Keyword(s):

Equity Capital ◽

Corporate Law ◽

Company Law ◽

Hostile Takeovers ◽

Liability Rules ◽

Adaptation Mechanisms ◽

Shareholder Loans ◽

The Future ◽

Virtual Meetings

This essay argues that, to address the Covid-19 crisis, in addition to creating a special temporary insolvency regime, relaxing provisions for companies in the vicinity of insolvency, and enabling companies to hold virtual meetings, policymakers should tweak company law to facilitate equity and debt injections and address the consequences of the extreme uncertainty firms are facing. After some general reflections upon the type of rules that are needed in these exceptional times, examples of temporary corporate law interventions for the emergency are provided. Specifically, rules to facilitate injections of equity capital and shareholder loans are suggested, together with relaxations of directors’ liability rules and measures to protect firms against hostile takeovers. All of these measures should apply merely by default and only for so long as the emergency lasts. The essay concludes with some thoughts about how to make normal-times corporate law ready for similar emergencies in the future. The goal is both to reduce the risk that the temporary extreme measures enacted for this crisis are made permanent under the pretence that another crisis may hit again and to have quick adaptation mechanisms already in place to respond to such a crisis.

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The Future of Creditor Protection through Capital Maintenance Rules in European Company Law – An Economic Perspective

Legal Capital in Europe ◽

10.1515/9783110926583.341 ◽

2012 ◽

Cited By ~ 1

Author(s):

Christoph Kuhner

Keyword(s):

Creditor Protection ◽

Company Law ◽

Economic Perspective ◽

Capital Maintenance ◽

European Company ◽

European Company Law ◽

The Future

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Transplantation of Derivative Actions to Vietnam - Tip-offs from Absence of Academic Debate

Asian Journal of Comparative Law ◽

10.1017/s2194607800000636 ◽

2012 ◽

Vol 7 ◽

pp. 1-35

Author(s):

Quynh Thuy Quach

Keyword(s):

Corporate Governance ◽

East Asian ◽

Company Law ◽

The Other ◽

Asian Countries ◽

International Debate ◽

The Future ◽

The Subject ◽

The One ◽

Academic Debate

AbstractDerivative actions have just been newly introduced into Vietnamese company law in 2010. The adoption of the derivative action is a striking signal of Vietnam's affiliation with the litigation bandwagon of East Asian countries. Unlike those Asian countries where the issue of the transplanting and functioning of derivative actions are well-discussed topics in the corporate governance literature, such discussions have not yet begun in Vietnam. In fact, the derivative action was adopted without a domestic academic debate to pave the way for its introduction. The lack of discussion on the one hand is troublesome to those who want to review the transplantation of the derivative action to Vietnam. On the other hand, this absence also detaches the Vietnamese academic debate from the on-going international debate on the subject.Seeking possible explanations for the absence of such debate is the first aim of this article. Towards this end, the article proposes three explanation which help to explain why the derivative action had never been widely discussed in Vietnam before its introduction. Such explanations enable us to better understand the context in which the action was introduced. Moreover, the explanations provide us with hints to predict the feasibility of the derivative action in the jurisdiction. The second aim of this article is to give some suggestions to improve the newly-adopted regulations on derivative actions. For this purpose, some of the ambiguities and deficiencies of the regulations are discussed. Based on the understanding of its surrounding context and its own deficiencies, the article comes up with conclusions on the future of the derivative action in Vietnam.

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