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European Company (SE) Statute Regulation In force since 8 October 2001

Council Regulation (EC) No 2157/2001 of 8 October 2001 on the Statute for a European company (SE)
32001R2157 · official text on EUR-Lex

This English text is a careful, terminology-researched translation prepared by eucite.com — not an official government translation. The German original linked above is the legally authoritative text.

Articles

• Article 1
• Article 2
• Article 3
• Article 4
• Article 5
• Article 6
• Article 7
• Article 8
• Article 9
• Article 10
• Article 11
• Article 12
• Article 13
• Article 14

Section 1 General

• Article 15
• Article 16

Section 2 Formation by merger

• Article 17
• Article 18
• Article 19 — The laws of a Member State may provide that a company governed by the law of that Member State may not take part in the formation of an SE by merger if any of that Member State's competent authorities opposes it before the issue of the certificate referred to in Article 25(2).
• Article 20
• Article 21 — For each of the merging companies and subject to the additional requirements imposed by the Member State to which the company concerned is subject, the following particulars shall be published in the national gazette of that Member State:
• Article 22 — As an alternative to experts operating on behalf of each of the merging companies, one or more independent experts as defined in Article 10 of Directive 78/855/EEC, appointed for those purposes at the joint request of the companies by a judicial or administrative authority in the Member State of one of the merging companies or of the proposed SE, may examine the draft terms of merger and draw up a single report to all the shareholders.
• Article 23
• Article 24
• Article 25
• Article 26
• Article 27
• Article 28
• Article 29
• Article 30 — A merger as provided for in Article 2(1) may not be declared null and void once the SE has been registered.
• Article 31

Section 3 Formation of a holding SE

• Article 32
• Article 33
• Article 34

Section 4 Formation of a subsidiary SE

• Article 36

Section 5 Conversion of an existing public limited-liability company into an SE

• Article 37
• Article 38 — Under the conditions laid down by this Regulation an SE shall comprise:

Section 1 Two-tier system

• Article 39
• Article 40
• Article 41
• Article 42

Section 2 The one-tier system

• Article 43
• Article 44
• Article 45

Section 3 Rules common to the one-tier and two-tier systems

• Article 46
• Article 47
• Article 48
• Article 49
• Article 50
• Article 51

Section 4 General meeting

• Article 52 — The general meeting shall decide on matters for which it is given sole responsibility by:
• Article 53
• Article 54
• Article 55
• Article 56
• Article 57
• Article 58
• Article 59
• Article 60
• Article 61
• Article 62
• Article 63
• Article 64
• Article 65
• Article 66
• Article 67
• Article 68
• Article 69 — Five years at the latest after the entry into force of this Regulation, the Commission shall forward to the Council and the European Parliament a report on the application of the Regulation and proposals for amendments, where appropriate. The report shall, in particular, analyse the appropriateness of:
• Article 70 — This Regulation shall enter into force on 8 October 2004.