TITLE II U.K. [F1 CONVERSIONS, MERGERS AND DIVISIONS OF LIMITED LIABILITY COMPANIES]

[F2 CHAPTER -I U.K. Cross-border conversions

Article 86b U.K. Definitions

For the purposes of this Chapter:

(1)

‘ company ’ means a limited liability company of a type listed in Annex II that carries out a cross-border conversion;

(2)

‘ cross-border conversion ’ means an operation whereby a company, without being dissolved or wound up or going into liquidation, converts the legal form under which it is registered in a departure Member State into a legal form of the destination Member State, as listed in Annex II, and transfers at least its registered office to the destination Member State, while retaining its legal personality;

(3)

‘ departure Member State ’ means a Member State in which a company is registered prior to a cross-border conversion;

(4)

‘ destination Member State ’ means a Member State in which a converted company is registered as a result of a cross-border conversion;

(5)

‘ converted company ’ means a company formed in a destination Member State as a result of a cross-border conversion.]

Textual Amendments

F2 Inserted by Directive (EU) 2019/2121 of the European Parliament and of the Council of 27 November 2019 amending Directive (EU) 2017/1132 as regards cross-border conversions, mergers and divisions (Text with EEA relevance).

Textual Amendments

F1 Substituted by Directive (EU) 2019/2121 of the European Parliament and of the Council of 27 November 2019 amending Directive (EU) 2017/1132 as regards cross-border conversions, mergers and divisions (Text with EEA relevance).