Act No. 360 / 2004 Coll.
Act on the European Economic Interest Association (EHSS) and amending Act No. 513 / 1991 Coll., Commercial Code, as amended, and Act No. 586 / 1992 Coll., on Income Tax, as amended, (Act on the European Economic Interest Association)
Valid
Law
Effective from 15.06.2004
360
THE LAW
of 20 May 2004
on the European Economic Interest Association (EEIG) and amending Act No. 513 / 1991 Coll., Commercial Code, as amended, and Act No. 586 / 1992 Coll., on Income Tax, as amended (Act on the European Economic Interest Association)
Parliament has decided on this law of the Czech Republic:
EUROPEAN ECONOMIC INTEREST ASSOCIATION
European Economic Interest Association and the applicability of certain provisions of the Czech legal order to that association
(1) This Law regulates the legal situation of the European Economic Interest Association to the extent provided for in Council Regulation (EEC) establishing a European Economic Interest Association (EEIG) 1 (hereinafter referred to as the Council Regulation). If certain issues are not dealt with by this law, they shall be assessed in accordance with the general provisions of the specific legislation governing the legal situation of companies and cooperatives and the provisions governing the legal situation of a public company, unless otherwise provided for in that law.
(2) The European Economic Interest Association with its registered office in the Czech Republic (hereinafter referred to as the "European Association") is a legal person established by the Association Treaty. The provisions of the law governing the legal situation of companies and cooperatives on the official verification of signature shall not apply to the signing of the contract and its amendments.
(3) The provisions of the specific legislation on the conditions for the activities of organisations with an international element cannot be applied to European associations. 5)
Commercial firm of the European Association
The company of the European Association must bear the designation "European Economic Interest Association 'or the abbreviation" EEIG'. Other persons may not use that designation in their name or business name.
Trade Register
(1) The European Association and the establishment of a European Economic Interest Association located in another Member State of the European Union located in the Czech Republic (hereinafter referred to as the "branch") are registered in the Commercial Register. Save as otherwise provided in this law, the provisions of the Law governing public registers shall apply to the registration of a European association or branch in the Commercial Register and to the proceedings concerning the registration of a European association or branch. 6)
(2) If the facts recorded in accordance with Articles 14 (1) and 15 of the Council Regulation are concerned, a reference to the relevant documents deposited in the instrument collection shall be sufficient. Where the registration refers to a draft change of registered office deposited in a collection of documents, the proposed new registered office shall also be registered.
(3) The business register shall include in the branch the data required by special legislation for the organisational component of the business establishment of a foreign person who is established in a Member State of the European Union.
(4) The documents referred to in Article 7 of the Council Regulation and those relating to the statutory body, liquidator, insolvency administrator or head of the separate organisational component required by the specific legislation shall be incorporated into the collection of documents held for each European grouping.
(5) The documents referred to in Article 10 of the Council Regulation shall be incorporated into the component of the instrument collection held for each branch.
Application for registration
The application for registration of a European association shall be submitted by all its members.
Publication of entries in the Commercial Register and deposit of documents in the Charter Collection
The Registry Court shall publish, by means of a notice in the Trade Journal, the information referred to in Article 8 of the Council Regulation, the entries concerning the European grouping and the deposit of the instrument in the collection of documents. Where a registered court publishes in the Commercial Journal a draft change of registered office pursuant to Article 14 of the Council Regulation, it shall also publish an indication of where, according to the draft change of registered office, the registered office of the European Association is to be moved. (9) Unless otherwise provided in a Council Regulation, the provisions of the special provisions governing publication in the Commercial Journal shall apply in respect of the publication of entries in the Commercial Register and the deposit of documents relating to a European association or branch.
Reporting to the Office for Official Publications of the European Union
The Registry Court shall communicate this information to the Office for Official Publications of the European Union no later than 1 month after publication of the information referred to in Article 11 of the Council Regulation in the Trade Bulletin.
Guarantee for commitments of the European Association
The members of the European Association shall be liable for the debts of the European Association as members of a public company for the debts of that company.
Conditions for the performance of the agent's duties
(1) A person who fulfils the conditions and requirements laid down in Article 19 of the Council Regulation, as well as the requirements and conditions for the function of manager of a limited liability company under the law governing the legal situation of commercial companies and cooperatives, may be the manager of a European association.
(2) The performance of the function of the manager of a European association, including liability for damage caused, shall be subject to the provisions of a special law governing the performance of the duties and liability of the manager of a limited liability company.
Accounting
The European Association is an entity under a separate legal provision. 12) The managers of the European grouping shall ensure that the accounts are kept properly and shall submit to the members of the European association for approval of the accounts.
The official verification of the signature of the transfer contract in the European Association shall not be required.
Withdrawal of participation in the European association
Unless otherwise provided for in a Council Regulation or in this Act, the provisions on the lien to participate in a European association shall apply mutatis mutandis to the lien of a lien to a holding in a limited company under the law governing the legal situation of companies and cooperatives (10) and the Civil Code, with the exception of those allowing a lien creditor to exercise the rights of a shareholder or to acquire a suspended participation in a European association, and the provision on the registration of lien in a commercial register. The official verification of the signature on the pledge contract and its amendments shall not be required.
Termination of participation in the European association by law
The termination of a participation in the European association also takes place in cases and under conditions with which the special legislation links the termination of the participation of a member in a public company on the grounds of the cancellation of a legal person who is a member, or because of the declaration of bankruptcy on the assets of a member, or because the insolvency application is rejected because the assets of the member are not sufficient to cover the costs of the insolvency proceedings or because the insolvency proceedings are not sufficient.
Restriction of disposition with the property of the European association
The European Association shall be subject to the restrictions laid down in Article 3 (2) (d) of the Council Regulation under the conditions laid down in a specific law for public limited liability companies.
Amendment of the Income Tax Act
Act No. 200 / 2000, Act No. 200 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 100 / 2000, Act No. 2000, Act No. 100 / 2000 Coll.
1. In Paragraph 25 (1), the words "and the Member State contribution to the European Economic Interest Association located in the Czech Republic 25a) 'shall be added at the end of point (m).
footnote 25a is replaced by the following:
"25a) Act No. 360 / 2004 Coll., on the European Economic Interest Association (EHZS) and amending Act No. 513 / 1991 Coll., Commercial Code, as amended, and Act No. 586 / 1992 Coll., on Income Tax, as amended, (Act on the European Economic Interest Association)."
2. The following Section 37a is inserted after Section 37:
(1) Unless otherwise provided for in this Act, the provisions for the determination of the tax base, tax losses and tax obligations of the European Economic Interest Association shall apply to the determination of the tax base, tax losses and tax obligations of a public company.
(2) Unless otherwise provided for in this Act, the provisions for the determination of the tax base, the tax loss and the tax liability of a member of the European Economic Interest Association shall apply to the determination of the tax base, the tax loss and the tax liability of a member of a public company.
(3) The income of a member of the European Economic Interest Association, who is a taxpayer pursuant to Article 2 (3) or Article 17 (4), resulting from membership of the European Economic Interest Association and from loans and loans granted to that association shall be treated as income obtained through a permanent establishment.
(4) Unless otherwise provided for in this Act, the tax proceedings of a European Economic Interest Association shall be treated in a similar manner to a public commercial company and a member of a European association as a member of a public company. '.
EFFECTIVE
That law shall take effect on the day of its publication, except for the provisions of point 2 of Part Two, which shall take effect on 8 October 2004.
Zaoralek v. r.
Klaus v. r.
Spindles v. r.
1) Council Regulation (EEC) No 2137 / 85 of 25 July 1985 establishing a European Economic Interest Association (EEIG), published in the Official Journal of the EC L 199 of 31.7.1985, p. 1 - 9.
5) Act No. 116 / 1985 Coll., on the conditions of activity of organizations with an international element in the Czechoslovak Socialist Republic, as amended by Act No. 157 / 1989 Coll.
6) Act No. 304 / 2013 Coll., on public registers of legal and natural persons.
9) Government Decree No. 503 / 2000 Coll., on the Commercial Journal, as amended.
10) Act No. 90 / 2012 Coll., on Companies and Cooperatives (Act on Commercial Corporations).
12) Act No. 563 / 1991 Coll., on Accounting, as amended.
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Regulation Information
| Citation | Act No. 360 / 2004 Coll., on the European Economic Interest Association (EHSS) and amending Act No. 513 / 1991 Coll., Commercial Code, as amended, and Act No. 586 / 1992 Coll., on Income Tax, as amended, (Act on the European Economic Interest Association) |
|---|---|
| Regulation Type | Law |
| Author | - |
| Collection | Code of Laws |
| Date of Promulgation | 15.06.2004 |
|---|---|
| Effective from | 15.06.2004 |
| Effective until | - |
| Status | Valid |
The regulation text is for informational purposes only.
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