EU Company Law

Volume 4, in D. Vaughan and A. Robertson(eds) ‘Law of the European Union’ Oxford University Press (2012), Section 20, 520 pages.

Posted: 25 Aug 2015

See all articles by Thomas Papadopoulos

Thomas Papadopoulos

Department of Law, University of Cyprus

Niamh Moloney

London School of Economics - Law Department; European Corporate Governance Institute (ECGI)

Date Written: September 30, 2012


The aim of this volume is to provide a comprehensive analysis of the European Union’s legal framework in the area of company law. Company law has been at the centre of interest in EU law since the early stages of European integration. The internal market requires among other things the harmonization of the rules relating to company law, as well as to accounting, auditing and securities regulation. It is a real strength of this volume that it analyses the whole area of EU company law. Chapter 1 provides an introduction to history and structure of EU company law. Chapter 2 is dedicated to the first company law directive. Chapter 3 discusses the second company law directive. Chapter 4 concerns restructuring and analyses the third and sixth company law directives. Corporate disclosure is discussed in chapter 5. More specifically, the fourth company law directive on annual accounting disclosure and the seventh company law directive on consolidated accounts are discussed. In this chapter, there is also an examination of the International Accounting Standards (IAS) Regulation. Chapter 6 is devoted to single member private limited liability companies. The contribution of EU to corporate governance and all recent developments are discussed extensively in chapter 7. The important issue of statutory audit, at EU level, is analyzed in chapter 8. Chapter 9 is devoted to the takeover bids directive (thirteenth company law directive). Chapter 10 is dedicated to cross-border corporate restructurings with reference to the tenth company law directive on cross-border mergers and to the proposed fourteenth company law directive on the cross-border transfer of the registered Office. EU corporate forms, with an emphasis on the European Company Statute are analyzed in chapter 11. An extensive analysis of the Treaty articles and of the relevant case law on freedom of establishment and free movement of capital is included in chapter 12. Securities regulation and some aspects of capital markets law related with company law are discussed in chapter 13 (prospectus directive, transparency directive, and market abuse directive). The relevant case law of the Court of Justice of the EU is analysed thoroughly, throughout these chapters. When it is necessary, some parts refer to national company law paradigms.

Keywords: EU Company Law, European Company Law. European Union Law and Company Law, Corporate Law, Harmonization, Directives

JEL Classification: K22, K29

Suggested Citation

Papadopoulos, Thomas and Moloney, Niamh, EU Company Law (September 30, 2012). Volume 4, in D. Vaughan and A. Robertson(eds) ‘Law of the European Union’ Oxford University Press (2012), Section 20, 520 pages.. Available at SSRN:

Thomas Papadopoulos (Contact Author)

Department of Law, University of Cyprus ( email )

P.O. Box 20537
Nicosia, 1678


Niamh Moloney

London School of Economics - Law Department ( email )

Houghton Street
London WC2A 2AE, WC2A 2AE
United Kingdom

European Corporate Governance Institute (ECGI)

c/o the Royal Academies of Belgium
Rue Ducale 1 Hertogsstraat
1000 Brussels

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