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Chapter 6: Company law

This chapter provides rules that regulate the field of company law in order to enhance the right of establishment. There are several directives that regulate this area and stipulate certain conditions for exercising this right.

As laid down in the company law directives, provisions include safeguards for mandatory disclosure requirements, limitation of the grounds for invalidity of the obligations entered into by companies, limiting the grounds for nullity of public and private limited liability companies, disclosure requirements in respect for branches etc.

Other provisions that facilitate this area stipulate rules for protection of shareholders and creditors, cross-border mergers, transparency improvement and protection of minority shareholders. Certain European legal forms, such as European Economic Interest Group (EEIG) and European Company (Societas Europas, SE) are also stipulated within the EU legal framework.

The Shareholder’s Rights Directive provides minimum standard for the exercise of rights of shareholders while Commission recommendations, particularly four of them, lay down corporate principles considering remunerations and position of non-executive directors and board committees.

In the field of accounting and auditing, acquis regulates valuation rules and layouts for balance sheets and profit & loss accounts as well as audit requirements, disclosure and publication obligations etc. Statutory Audit Directive requires setting up of independent public oversight systems.

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