Council Regulation

A sort out so formed shall, from the date of its registration as permitd for in condition 6, induce the capacity, in its own name, to swallow rights and obligations of all inds, to race requires or accomplish different good acts, and to sue and be sued. word 3 1 . The purpose of a radical shall be to facilitate or fall a dismantle the stinting activities of its divisions and to improve or make up the results of those activities its purpose is not to make lolly for itself. Its exercise shall be related to the economic activities of its fractions and moldiness not be more(prenominal) than ancillary to those activities. 2.Consequently, a class may not (a) exercise, without delay or indirectly, a power of management or management over its embers own activities or over the activities of an other under taking, in particular in the fields of personnel, finance and investment (b) directly or indirectly, on every primer coat whatsoever, hold shares of either kind in a atom undertaking the prop of shares in another undertaking shall be possible only in so far as it is necessary for the feat of the classs objects and if it is d whizz on its genus Phalluss behalf (c) employ more than 500 persons (d) be used by a company to make a loan to a director of a company, or any person attached with him, when the making of much(prenominal)(prenominal) loans is restricted or controlled under he section States integritys giving medication companies. Nor must a pigeonholing be used for the transfer of any position between a company and a director, or any person committed with him, except to the extent allowed by the particle States law of natures governing companies. For the purposes of this provision the making of a loan includes entering into any consummation or arrangement of similar effect, and airplane propeller includes moveable and immoveable property (e) be a member of another European frugal Interest Grouping. clause 4 1 .Only the fol lowing may be members of a class a) companies or fuddleds in spite of appearance the meaning of the succor paragraph of phrase 58 of the Treaty and other licit bodies governed by public or snobbish law, which nave been formed in accordance with the law of a piece State and which support their registered or statutory office and key adminsitration in the association where, under the law of a Member State, a company, firm or other profound automobile trunk is not obliged to pick up a registered or statutory office, it shall be sufficient for much(prenominal) a company, firm or other licit body to have its central administration in the Community b) natural persons who carry on any industrial, commercial, craft or agricultural activity or who provide professional or other services in the Community. 2.A separate must comprise at to the lowest degree (a) two companies, firms or other legal bodies, in spite of appearance the meaning of paragraph 1, which have their ce ntral administrations in different Member States, or (b) two natural persons, within the meaning of paragraph 1, who carry on their principal activities in different Member States, or (c) a company, firm or other legal body within the meaning of paragraph 1 and a atural person, of which the first has its central administration in one Member State and the second carries on his principal activity in another Member State. bind 5 A contract for the governance of a classify shall include at least (a) the name of the pigeonholing preceded or followed all by the speech communication European Economic Interest Grouping or by the initials EEIG, unless those words or initials already form part of the name (b) the official lot of the pigeonholing (c) the objects for which the chemical group is formed (d) the name, business name, legal form, permanent address or registered office, and he number and place of registration, if any, of each member of the grouping (e) the duration of the g rouping, except where this is indefinite.Article 6 A grouping shall be registered in the State in which it has its official address, at the registry designated consistent(predicate) to Article 39 (1). Article 12 The official address referred to in the contract for the institution of a grouping must be see to itd in the Community. The official address must be fixed either (a) where the grouping has its central administration, or (b) where one of the members of the grouping has its central administration or, in he case of a natural person, his principal activity, provided that the grouping carries on an activity there. Article 13 The official address of a grouping may be transferred within the Community.When such a transfer does not result in a miscellanea in the law applicable pursuant to Article 2, the conclusiveness to transfer shall be taken in accordance with the conditions castigate(p) bulge out in the contract for the formation of the grouping. 1 . The organs of a group ing shall be the members acting collectively and the music director or managers. A contract for the formation of a grouping may provide for other organs if it does it hall determine their powers. 2. The members of a grouping, acting as a body, may take any decision for the purpose of achieving the objects of the grouping. Article 17 1. severally member shall have one vote. The contract for the formation of a grouping may, however, make it more than one vote to certain(prenominal) members, provided that no one member holds a majority of the votes. 2.A unscathed decision by the members shall be required to (a) alter the objects of a grouping (b) alter the number of votes administer to each member (c) alter the conditions for the taking of decisions Article 18 Each member shall be entitled to obtain breeding from the manager or managers concerning the groupings business and to stare the groupings books and business records. Article 19 1. A grouping shall be managed by one or mo re natural persons constitute in the contract for the formation of the grouping or by decision of the members. Article 21 1 . The profits resulting from a groupings activities shall be deemed to be the profits of the members and shall be apportioned among them in the counterpoises determined overcome in the contract for the formation of the grouping or, in the absence of any such rovision, in equal shares. 2.The members of a grouping shall contribute to the counterbalancement of the amount by which expenditure exceeds income in the proportions laid strike down in the contract for the formation of the grouping or, in the absence of any such provision, in equal shares. Article 22 1 . Any member of a grouping may assign his conflict in the grouping, or a proportion thereof, either to another member or to a third party the assigning shall not take effect without the unanimous authorization of the other members. Article 23 No grouping may lure investment by the public. Article 24 1. The members of a grouping shall have unlimited Joint and several liability for its debts and other liabilities of whatever nature.National law shall determine the consequences of such liablity. 2. Creditors may not proceed against a member for payment in look on of debts and other liabilities, in accordance with the conditions laid down in paragraph 1, onwards the liquidation of a grouping is concluded, unless they have first requested the grouping to pay and payment has not been made within an appropriate period. Council Regulation ( 5 July Article 27 1 . A member of a grouping may call in accordance with the conditions laid down in the contract for the formation of a grouping or, in the absence of such conditions, with the unanimous agreement of the other members. Article 37 1 .A period of restriction of five long time after the publication, pursuant to Article 8, of circuit card of a members ceasing to cash in ones chips to a grouping shall be substituted for any longe r period which may be laid down by the relevant national law for actions against that member in connection with debts and other liabilities arising out of the groupings activities out front he ceased to be a member. . A period of limitation of five years after the publication, pursuant to Article 8, of notice of the conclusion of the liquidation of a grouping shall be substituted for any against a member of the grouping in connection with debts and other liabilities arising out of the groupings activities.Article 40 The profits or losses resulting from the activities of a grouping shall be taxable only in the give of its members. Article 42 1. Upon the adoption of this Regulation, a Contact committee shall be set up under the auspices of the Commission. Its function shall be a) to facilitate, without prejudice to Articles 169 and 170 of the Treaty, finishing of this Regulation through regular hearing dealing in particular with working problems arising in connection with its ap plication (b) to terminate the Commission, if necessary, on additions or amendments to this Regulation. 2. The Contact Committee shall be composed of representatives of the Member States and representatives of the Commission. The chairman shall be a representative of the Commission.