Decree No. 207 / 2008 Coll.
Order on the documents which the Czech participating corporation is required to submit to the notary for the issue of a certificate of legality of completion of the cross-border merger
Valid
Order
Effective from 01.07.2008
Text versions:
01.07.2008
17.06.2008
207
DECLARATION
of 6 June 2008
on the documents which the Czech participating corporation is required to submit to the notary for certification of the legality of completion of the cross-border merger
According to Section 388 of Act No. 125 / 2008 Coll., on Transformations of Commercial Companies and Cooperatives ("the Act '), the Ministry of Justice provides for the implementation of Section 210 (2) of the Act:
The Czech participating corporation is obliged to submit the following documents to the notary before issuing a certificate on the legality of the completion of the cross-border merger pursuant to § 210 (2) of the Act:
(a) the project of cross-border merger in the Czech language;
(b) a draft cross-border merger project in the official languages of all the Member States whose legal rules are governed by individual foreign participating corporations;
(c) a certificate issued for each Czech participating corporation pursuant to Sections 208 and 209 of the Act;
(d) a certificate issued to that effect by the competent public authority of the Member State in whose legal order the foreign corporation concerned is governed, proving that the formalities required have been completed, that the prescribed operations have been carried out and that the prescribed procedures have been followed; and
(e) the documents referred to in Article 2, where required.
(1) The Czech Corporation concerned is also obliged to submit the following documents to the notary:
(a) a contract on the extent of the right of influence of employees of the successor corporation pursuant to Article 233 of the Act or an entry on the order of the negotiating committee pursuant to Article 232 (1) of the Act;
(b) an affidavit by all members of the statutory body of the Czech participating corporation that the deadline for the adoption of a resolution of the negotiating committee or for the conclusion of a contract on the extent of the right of influence of employees of the successor corporation provided for in Section 232 (3) of the Act has expired without the conclusion of a contract or resolution being adopted within that period; and
(c) a decision by all participating corporations that employees of the successor corporation will have the right of influence under the Law after the entry of the cross-border merger into the Commercial Register (Section 235 of the Act).
(2) Paragraph 1 shall not apply where employees of a successor corporation are not entitled to influence under Section 215 of the Commercial Code after a cross-border merger has been registered. In such a case, the Czech participating corporation shall submit a declaration of honour to the notary of all members of its statutory body.
This Decree shall take effect on 1 July 2008.
Minister:
JUDr. Pospíšil v. r.
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Regulation Information
| Citation | Decree No. 207 / 2008 Coll., on the documents which the Czech participating corporation is required to submit to the notary for the issue of a certificate of the legality of the completion of the cross-border merger |
|---|---|
| Regulation Type | Order |
| Author | - |
| Collection | Code of Laws |
| Date of Promulgation | 17.06.2008 |
|---|---|
| Effective from | 01.07.2008 |
| Effective until | - |
| Status | Valid |
The regulation text is for informational purposes only.
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