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Council Regulation (EC) No 1435/2003 of 22 July 2003 on the Statute for a European Cooperative Society (SCE)

article  33

CELEX:  02003R1435-20030821

Consequences of merger
1. A merger carried out as laid down in the first indent of the first subparagraph of Article 19 shall have the following consequences ipso jure and simultaneously:
(a) all the assets and liabilities of each cooperative being acquired are transferred to the acquiring legal person;
(b) the members of each cooperative being acquired become members of the acquiring legal person;
(c) the cooperatives being acquired cease to exist;
(d) the acquiring legal person assumes the form of an SCE.
2. A merger carried out as laid down in the second indent of the first subparagraph of Article 19 shall have the following consequences ipso jure and simultaneously:
(a) all the assets and liabilities of the merging cooperatives are transferred to the SCE;
(b) the members of the merging cooperatives become members of the SCE;
(c) the merging cooperatives cease to exist.
Council Regulation (EC) No 1435/2003 of 22 July 2003 on the Statute for a European Cooperative Society (SCE)

article  33

CELEX:  02003R1435-20030821

3. Where, in the case of a merger of cooperatives, the law of a Member State requires the completion of any special formalities before the transfer of certain assets, rights and obligations by the merging cooperatives becomes effective against third parties, those formalities shall apply and shall be carried out either by the merging cooperatives or by the SCE following its registration.
4. The rights and obligations of the participating cooperatives in relation to both individual and collective terms and conditions of employment arising from national law, practice and individual employment contracts or employment relationships and existing at the date of the registration shall, by reason of such registration be transferred to the SCE. The first subparagraph shall not apply to the right of workers' representatives to participate in general or section or sectorial meetings provided for in Article 59(4).
5. When the merger has been registered, the SCE shall immediately inform the members of the cooperative being acquired of the fact that they have been entered in the register of members and of the number of their shares.