The Department of Business, Enterprise and Innovation has invited submissions to a public consultation on the transposition of the November 2019  Directive (EU) 2019/2121 on cross-border conversions, mergers and divisions.

The Directive amends the previous company law Directive (EU) 2017/1132 and must be transposed into law by 31 January 2023.

Mergers

It makes amendments on cross-border mergers and creates harmonised rules on cross-border conversions and divisions.

The Directive harmonises rules for cross-border demergers in the EU and also reinforces the protection of shareholders, employees and creditors in case of cross-border mergers.

This Directive seeks to meet the objective of an internal market without internal borders for companies, and to reconcile this with the objective of social protection.

Additional rules provide for rights to information and participation for employees and protection for members and creditors.

The Department of Business, Enterprise and Innovation is consulting on the use of member state options.

Examinership

In particular, views are sought on the current provisions of examinership and any amendments that may be required under the Directive.

The deadline for submissions is 5pm on Wednesday, 14 October.

Respondents are requested to make their submissions to mailto:companylawconsultation@dbei.gov.ie

Submissions should be clearly marked as ‘Public Consultation on the Transposition of Directive (EU) 2019/2121’.