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PR(09)45: The Authority brings Liechtenstein before the EFTA Court for failure to implement the Cross-border Mergers Directive


The EFTA Surveillance Authority today decided to bring a case before the EFTA Court regarding Liechtenstein's failure to implement the so called Cross-border Mergers Directive[1].

The Directive facilitates mergers of limited-liability companies on a cross-border basis, which have previously been impossible or entailed prohibitive costs. It sets up a simple framework drawing largely on national rules applicable to domestic mergers and avoids the winding-up of the acquired company. The Directive fills an important gap in company law.

The Directive covers all limited-liability companies, with the exception of undertakings for collective investment in transferable securities (UCITS). There are also special provisions for cooperative societies.

Liechtenstein should have implemented the Directive by 15 December 2007. Prior to this court referral, the Authority issued a letter of formal notice and delivered a reasoned opinion to the Liechtenstein authorities. As the Directive still has not been implemented into Liechtenstein law, the Authority has decided to bring the case to the EFTA Court.

 For further information, please contact:

Mr. Bjørnar Alterskjær
Acting Director, Legal & Executive Affairs
tel. (+32)(0)2 286 18 98


Brussels, 17 June 2009


[1]Directive 2005/56/EC of the European Parliament and of the Council of 26 October 2005 on cross-border mergers of limited liability companies

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