Study on cross-border business transfers by restructuring advisors
The European Commission plans to harmonise the rules governing the transfer, merger and division of companies. A single regulation would enable entrepreneurs from two different EU countries to transfer their activities in the same way in each Member State. At present, this is difficult because Polish courts are creating difficulties for entrepreneurs.
At the same time, the EC would like to apply other procedures, depending on the size of the entity, to check whether the transfer of activities is not aimed at infringing or circumventing the law. In addition, cross-border transfers of activities are to be covered by guarantees against tax evasion, infringements of the rights of employees or of creditors and of minority shareholders. In addition, it is planned that the cross-border transfer of economic activities will be suspended by the Member State’s authority in the event of such circumstances.
Verification of the above mentioned actions is to be performed by an independent expert not related to the company, who is to prepare an analysis whether cross-border operations will not lead to harm to creditors, employees or minority shareholders. The expert’s report would be drawn up in the field of medium-sized and large enterprises.
It is envisaged that an expert in Poland could act as an advisor for restructuring.