Recognition and Mobility of UK Incorporated Companies after Brexit

Recognition and Mobility of UK Incorporated Companies after Brexit
27 November 2017, 6.00pm - 8.00pm
Institute of Advanced Legal Studies, 17 Russell Square, London WC1B 5DR

Recognition and Mobility of UK Incorporated Companies after Brexit

Speaker: Professor Peter Kindler,  Professor of Private Law, Corporate Law, Private International Law, Comparative Law at Munich University.

On 23rd of June 2016, the people of the United Kindom voted in a referendum against the UK staying in the European Union. Probably a withdrawal agreement under art. 50 of the Treaty will cover immediate issues such as the rights of EU citizens living in the UK and of UK citizens living in the EU, but it will not address the issue of recognition and mobility of UK incorporated companies after Brexit. Therefore, Brexit will have severe consequences for these companies, especially for those who have their central administration in Germany or another country of the EU where judges as a connecting factor for determining the law  applicable to companies refer to the central administration (real seat theory) and not the country of incorporation (incorporation theory). No longer protected by the freedom of establishment within the EU (Arts. 49, 54 TFEU), these so-called pseudo-foreign corporations will be subjected to domestic company law of the country of their central administration.  They will be considered simple partnerships and lose from one day to the next their limited liability status they had as Ltd., PLC or LLC. As far as mobility is concerned, after a Brexit UK incorporated companies will no longer be addressed by the Directive 2005/56 on cross-border mergers of limited liability companies within the EU. The talk given by Peter Kindler illustrates these problems and tries to show how parties can resolve (at least some of) them. 

 This event is free but advance booking is required.  All welcome.  


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