Cross-border transfers of registered offices of companies: results of consultation
In September the European Commission published a Feedback Statement on the results of a public consultation it organized on the issue of cross-border transfers of registered offices of companies. On the issue of what provisions should be made for employee participation in the case of a transfer, 40% of the respondents favoured a solution based on the SE legislation, 20% the Cross Border Mergers Directive (CBMD), and 40% were for another solution.
Many stakeholders are concerned that companies can avoid social and other regulation by transferring their registered office to countries with lowered standards. A directive which would create a European framework for the cross-border transfer of registered offices of companies has been discussed for some time now, but the then-Internal Market Commissioner McCreevy decided to stop work in this area in 2007. The ETUC has seen such a directive as a potential means to protect worker involvement rights in case of such a transfer. Through the Regner Report on this issue from September 2012, the European Parliament has increased pressure on the European Commission to take action here.
As a response to this pressure, the Commission organized a public consultation on cross-border transfers in early 2013. The Feedback Statement on this consultation does not commit the Commission to a particular line of action but instead summarizes the deep differences of opinions of respondents on the issue. In all 86 responses to the consultation were received, including 28 from companies and 56 from “any kind of entity or person other than a company” (including trade unions). The majority of governments, trade unions and other stakeholders were in favour of requiring companies to have the registered office in the same country as their headquarters (“real seat” doctrine) and against leaving this decision to Member States. Most companies in contrast were in favour of maximizing their choices and lowering the costs of transfer.
The feedback statement can be downloaded here: