The European Private Company (SPE): Uniformity, Flexibility, Competition and the Persistence of National Laws

2010 ◽  
Author(s):  
Paul L. Davies
Keyword(s):  
Private Company ◽  
European Private Company

Das Stimmverbot des GmbH-Gesellschafters in Deutschland und Europa

2021 ◽  
Author(s):  
Stephanie von Riegen
Keyword(s):  
Great Britain ◽  
Legal Analysis ◽  
Private Company ◽  
Employment Contract ◽  
Social Acts ◽  
Teleological Interpretation ◽  
European Private Company

The study examines the material scope of the shareholder´s voting prohibitions and compares sec 47 (4) GmbHG with the shareholder´s duty to abstain from voting in closed corporations in France, Great Britain, Austria and Spain. Following that, the author concentrates on the controversial prohibition of voting on resolutions concerning the performance of a legal transaction and opposes the prevailing doctrine of social acts (“Sozialaktslehre”) with her own concept for a legally certain demarcation of the legal transactions affected by a prohibition of voting on the basis of the comparative legal analysis and a systematic, historical and teleological interpretation of sec 47 (4) GmbHG. Also the practice-relevant questions of the prohibition of voting on resolutions concerning the employment contract of the managing director and shareholder as well as the dispensability of the statutory prohibition of voting are discussed. Finally, developments in Union law are considered and a proposal for a voting ban in a possible future European Private Company is made.

The European Private Company - Entering the Scene or Lost in Discussion?

2009 ◽  
Vol 10 (8) ◽  
pp. 1321-1332 ◽  
Author(s):  
Daniel Kornack
Keyword(s):  
European Commission ◽  
The Other ◽  
Private Company ◽  
Short Overview ◽  
European Institutions ◽  
Draft Statute ◽  
Basic Features ◽  
Societas Privata Europaea ◽  
European Private Company

More than a year has passed since the European Commission introduced the European Private Company (Societas Privata Europaea, SPE) in June 2008. What has become of the draft statute? This paper is meant to give a short overview of its basic features, the other European institutions' discussions and statements, the problems that prevented the proposal from being adopted so far and possible solutions that were introduced.

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