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NEWS ROUND-UP |
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On 28 June, the DTI was replaced by a new ministry: the Department for Business, Enterprise and Regulatory Reform. BERR will have responsibility for corporate law matters, including the implementation of the new Companies Act. As well as taking over the DTI’s remit, BERR’s work will encompass that of the Better Regulation Executive, which was part of the Cabinet Office before the reshuffle. The Department’s new Secretary of State is John Hutton. |
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DTI changes its name to BERR |
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In a speech to the 5th European Corporate Governance and Company Law Conference, Charlie McCreevy, the European Commissioner for Internal Market and Services, outlined the EU’s plans for and progress in some key areas of company law: » The Commission was to submit a proposal for a directive concerning transferring company seats between member states this year. This has been delayed for two reasons. Firstly, the economic arguments for the directive are not as clear as they had seemed originally, and the Commission wants to be sure that a directive on this topic would result in added value for businesses. Secondly, a case is due to be heard by the European Court of Justice which deals with the current position, and the Commission hopes that the judgment, due in the autumn, will help to clarify some issues in this area. » The European Parliament has asked the Commission to propose legislation for a European Private Company Statute, in order to make setting up and running businesses across members states easier and cheaper. The Commission is therefore carrying out a detailed impact assessment to see whether there is really a need for this legislation and how it would work in practice. » For listed companies, the question of “one share, one vote” remains at the top of the agenda. A study into the different systems across the EU has been made, and the Commission proposes to carry out an impact assessment into whether any action on this issue is required at European level. » The Commission still aims to simplify European company law. In doing so, it wants to review how far the existing law is fit for purpose and to cut red tape where possible. In fact, the European Commission has subsequently published a communication setting out its plans for simplifying company law, accounting and auditing (COM(2007) 394 final). The paper suggests two options: to consider whether all of the company law directives are really necessary and whether the EU should only deal with cross-border problems; or to introduce individual simplification measures as the need arises to help EU companies. The paper sets out these options in more detail and invites interested parties to comment by mid-October 2007.
The European Commission has also announced that it plans to establish a common framework for business registers in order to make it easier to collect information on businesses in the EU. EC Regulation 2186/1993 will be amended to facilitate this, for example by setting out common quality standards for registers across the EU (COM(2007) 389 final). |
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EU corporate governance and company law plans
See CLM: ¶3199 |
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Companies House has now joined the European Business Register (EBR). This is a network of official registers in various European countries, making company information accessible to the public for a reasonable fee. This information is already available from Companies House, but the EBR makes it easier for interested parties based outside the UK to obtain it through their central database. Similar types of report are available through the EBR as Companies House offers. For example, the “company profile” gives basic information about a company such as its name, registration number and address. An “officials list” will give the names and basic details of the company’s officers and auditors. Companies House will start to make basic company information available via the EBR database in Spring 2008. Currently, these other countries are also members of the EBR: Austria, Belgium, Denmark, Estonia, Finland, France, Germany, Greece, Ireland, Italy, Jersey, Latvia, Netherlands, Norway, Serbia, Spain, Sweden and Ukraine. |
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Companies House joins European Business Register |
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The Insolvency Service has issued an update on the progress of its project to modernise and consolidate secondary insolvency legislation. The new Insolvency Rules 2008, like the current Rules, will be divided into parts. Parts 1 – 6 will deal with matters which are specific to particular procedures; the rest set out the Rules relating to topics which are common to most procedures. Most of the Rules grouped into the “common parts” will apply to all procedures except for CVAs and IVAs. The parts will be arranged as follows: Part 1: Company voluntary arrangements Part 2: Administration procedure Part 3: Administrative receivership Part 4: Companies winding up Part 5: Individual voluntary arrangements Part 6: Bankruptcy Part 7: Common part – claims by and distributions to creditors Part 8: Common part – court rules in proceedings under the Act or the Rules Part 9: Common part – creditors’ and liquidation committee Part 10: Common part – disclaimer Part 11: Common part – EC Regulation Part 12: Common part – insolvency register Part 13: Common part – meetings Part 14: Common part – proxies and company representation Part 15: Common part – public examination Part 16: Common part – remuneration and reporting to creditors Part 17: Common part – special manager Part 18: Miscellaneous and general Part 19: Interpretation Schedules Some changes will also have to be made to the Insolvency Act 1986 to reflect the new Rules. The Insolvency Service will issue a public consultation document in the next few months setting out these changes. To allow for this consultation process to take place, the anticipated commencement of the new Rules has been postponed to October 2008, although some of the smaller statutory instruments within the review will still come into force in April 2008. The Insolvency Service hopes to publish a draft of the new Rules in the middle of 2008. |
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Review of secondary insolvency legislation
See CLM: ¶7364 |