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Council Regulation (EC) No 2157/2001Show full title
Council Regulation (EC) No 2157/2001 of 8 October 2001 on the Statute for a European company (SE)
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- Revised 01/07/20130.31 MB
- Revised 01/01/20070.13 MB
- Revised 01/05/20040.13 MB
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Changes over time for: Article 66
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Article 66U.K.
1.[F1A UK Societas] may be converted into a public limited-liability company F2...
2.The conversion of [F3a UK Societas] into a public limited-liability company shall not result in the winding up of the company or in the creation of a new legal person.
3.The management or administrative organ of the [F4UK Societas] shall draw up draft terms of conversion and a report explaining and justifying the legal and economic aspects of the conversion and indicating the implications of the adoption of the public limited-liability company for the shareholders and for the employees.
4.The draft terms of conversion shall be publicised [F5in accordance with regulation 86 of the 2004 Regulations] at least one month before the general meeting called to decide thereon.
5.Before the general meeting referred to in paragraph 6, one or more independent experts appointed or approved, in accordance with [F6section 909 of the Companies Act 2006 (Expert's report (merger))] shall certify that the company has assets at least equivalent to its capital.
6.The general meeting of the [F7UK Societas] shall approve the draft terms of conversion together with the statutes of the public limited-liability company. The decision of the general meeting shall be passed as laid down in [F8section 907 of the Companies Act 2006 (approval of members of merging companies)].
Textual Amendments
F1Words in Art. 66(1) substituted (31.12.2020) by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 135(a)(i) (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1)
F2Words in Art. 66(1) omitted (31.12.2020) by virtue of The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 135(a)(ii) (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1)
F3Words in Art. 66(2) substituted (31.12.2020) by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 135(b) (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1)
F4Words in Art. 66(3) substituted (31.12.2020) by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 135(c) (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1)
F5Words in Art. 66(4) substituted (31.12.2020) by virtue of The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 135(d) (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1)
F6Words in Art. 66(5) substituted (31.12.2020) by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 135(e) (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1)
F7Words in Art. 66(6) substituted (31.12.2020) by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 135(f)(i) (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1)
F8Words in Art. 66(6) substituted (31.12.2020) by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 135(f)(ii) (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1)
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