Company law

On 11-12 June 2003, the Council adopted a directive amending Council Directive 68/151/EEC regarding disclosure requirements in respect of certain types of companies ("the Directive"). The amendments are aimed at making information on companies more easily and readily accessible for interested parties by using modern technology for filing and disclosure of company documents.

According to the Directive, Member States are to ensure that, by 1 January 2007, it will be possible to file all documents and particulars that must be disclosed by companies in accordance with Directive 68/151/EEC by electronic means. Member States are also entitled to go a step further by requiring that all companies file all (or certain types) of such documents or particulars by electronic means. Accordingly, all documents and particulars referred to in Article 2 of Directive 68/151/EEC, which are filed after 1 January 2007 (whether by paper or electronic means) must be kept in the file, or entered in the register, in electronic form. To this end, Member States shall ensure that all such documents and particulars are converted to electronic form. Such documents and particulars filed on paper up until 31 December 2006 need not be converted into electronic form, unless the application for disclosure of such documents or particulars was submitted by electronic means.

Documents and particulars as mentioned above shall be drawn up and filed in one of the languages permitted by the language rules in the Member State in which the file is opened. In addition to this, Member States shall also allow documents and particulars to be disclosed voluntarily in any of the official Community language(s). They are also entitled to allow such disclosure in any other language(s).

The Directive shall be implemented into national legislation of all Member States before 31 December 2006.