Company law and corporate governance: interconnection of central, commercial and company registers

2011/0038(COD)

The Council reached an agreement on a general approach concerning a draft directive on interconnection of central, commercial and companies’ registers. The directive is aimed at improving access to up-to-date and trustworthy information on companies.

Under the proposed system, all Member States will engage in making possible electronic communication between registers and transmitting information to individual users in a standardised way, by means of identical content and interoperable technologies, throughout the Union.

The interoperability of registers should be ensured through the Member States' delivery of information from their registers, by providing services that will constitute interfaces to a European central platform. This platform will be a centralised set of information technology tools and services, used by all domestic registers.

The European e-Justice Portal will serve as one of the electronic access points. Companies and their branches in other Member States will have a unique identifier that allows them to be unequivocally identified.

A multi-language support will facilitate access and use of information both for consumers and businesses.

The future directive will require an update of three existing company law directives:

·        Directive 89/666/EEC on the requirements of branches opened in other member states;

·        Directive 2005/56/EC on cross-border mergers of limited liability companies; and

·        Directive 2009/101/EC on coordination of safeguards, which ensures, amongst other things, that documents and particulars stored in the register can be accessed.