Brussels, 14 May 2009
The Directive modifies the reporting requirements, by removing the obligation of drawing up an independent expert report in case of mergers or divisions if all shareholders renounce to it. The Directive was adopted in 2007, and once it is fully implemented, more than 600,000 public limited liability companies will no longer have to order costly expert reports concerning the draft terms of mergers or divisions of small enterprises. This Directive amends the 1978 Third Company Law Directive on mergers of public limited liability companies and the 1982 Sixth Company Law Directive on divisions of public limited liability companies. The 1978 Third Company Law Directive establishes the conditions to ensure harmonisation of national laws relating to legal mergers of companies belonging to the same Member State. The 1982 Sixth Company Law Directive provides for rules on divisions of public companies, seeking to protect the interests of members and third parties as well.
The transposition deadline for the Directive was December 2008.
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