Suchergebnisse

AbstractThe judgment of the European Court of Justice in Cartesio was eagerly awaited as a clarification of the questions concerning the scope of the right of establishment (articles 49, 54 Treaty on the Functioning of the European Union (TFEU), (ex-articles 43, 48 EC) that remained after previous landmark decisions such as Centros, Überseering, and Inspire Art. This article analyses the implications of Cartesio in light of different scenarios of transfer of the registered and the real seat within the European Union. It assesses the interrelations of right of establishment and private international law rules for the determination of the law applicable to companies and concludes that the case law of the European Court of Justice after Cartesio, rather than providing for a coherent system of European company law, leads to arbitrary distinctions and significantly impedes the free movement of companies.

This title examines the way in which EU law has influenced how national courts in Europe assert jurisdiction in cross-border corporate disputes and insolvencies, and the mechanism which allows them to decide which national law should apply to the substance of the dispute. The book also considers the potential for EU Member States to compete for devising national corporate and insolvency legislation that will attract incorporations or insolvencies.

The European Union (EU) internal market is one of the mechanisms of economic integration based on the establishment of a common market among Member States, where, people, goods, services, and money can move around as freely as within a single country, and where EU citizens can live, study, work or do business with freely1. The free provision of services and the freedom of establishment play a major role as key instruments for the socio-economic development of the Union. Both freedoms are two of the fundamental pillars on which the internal market is based and inevitably have a decisive impact on the project of effective European integration, on economic growth and on the overall competitiveness of the common project. However, its application of fact and, above all, of law, has had to overcome various stages, from the Treaty of Rome of 19572, up to the Treaty on European Union (TEU), going through all the legislative advances made by the European institutions which has needed the intervention of the Court of Justice of the European Union (CJEU) to resolve the numerous disputes concerning the freedom of establishment and the lex societatis applicable to them, due mainly to the existing differences among the national laws of the EU countries concerned, where there is a lack of harmony, which causes a conflict of laws on the matter.