Flexible Corporate Legal Framework in the Actual Context of European Integration

Madalina Botina (), Dobre Elena () and Munteanu Alexandra ()
Additional contact information
Dobre Elena: OVIDIUS University Constanta
Munteanu Alexandra: Schoenherr Attorneys at Law

Ovidius University Annals, Economic Sciences Series, 2015, vol. XV, issue 1, 57-61

Abstract: Our paper is about actual framework corporate laws and regulations and its generated practices. In the context of European integration, companies extend the scope of their structuring possibilities by cross- bordering into other member states for flexible legal framework and investment climate. In the EU and EEA companies had three possibilities to effect cross-border transformations. One option available to all member states was and still is the cross-border merger, which however presents the disadvantage that the absorbed company is dissolved and the transfer of assets into a different member state may generally trigger real estate transfer tax. A second possibility is the relocation of companies’ administrative seats in a different member state while the company continued to be governed by the law of the original country. Finally, is about companies’ conversion into entities named Societas Europaea and have its registered office transferred within the EU.

Keywords: flexible legal framework; cross-border mergers; cross-border conversions; real seat theory; real seat doctrine (search for similar items in EconPapers)
JEL-codes: F23 K22 (search for similar items in EconPapers)
Date: 2015
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Citations: View citations in EconPapers (1)

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