News EU, 31 March 2023

European Commission publishes a new proposal for a Directive on the digitalisation of company law

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The European Commission presented, on Wednesday 29 March, its proposal for a directive on extending and improving the use of digital tools and processes in EU company law. The proposed rules include:

• Application of the ‘once-only principle’ so that companies do not need to re-submit information when setting up a branch or a company in another member state. The relevant information can be exchanged through the Business Registers Interconnection System (BRIS).
• An EU Company Certificate, containing a basic set of information about companies, which will be available free of charge in all EU languages.
• A multi-lingual standard model for a digital EU power of attorney that will authorise a person to represent the company in another member state.
• Removing formalities, such as the need for an apostille or certified translations for company documents.

In addition, the Commission intends to focus on improving transparency for cross-border activities. In this sense, the text foresees to connect BRIS to national beneficial owner and insolvency registers in order to facilitate the search for information on companies. Important company information, such as information on partnerships or groups of companies, should also be publicly available through BRIS. Finally, the text should ensure that company data in business registers is “accurate, reliable and up-to-date”, including by introducing checks on company information before it is entered in business registers in all Member States.