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Corporate Governance

The concept of corporate governance is defined in different ways. The narrow definition focuses on the control of management by shareholders. The broader definition looks at the role of stakeholders in making and implementing strategic decisions in the company. Corporate governance must be understood as a system in which there is an interplay of different regulations and market forces. Therefore corporate governance deals with multiple issues in the field of corporate law, securities regulation, corporate finance and industrial relations. In 17 of the 27 EU member states and in Norway employees are represented in the companies' supervisory or administrative board.

Latest developments

This section gives the opportunity to keep up to date in the field of EU Company Law and Corporate Governance.

ECJ jurisprudence on the transfer of de facto company head offices

In recent years the European Court of Justice has, in a series of decisions, established some principles of law in the context of freedom of establishment (Art. 43, 48 EC Treaty) and the transfer of a company’s de facto head office to other member states that have had a profound impact on national regulation of legal conflicts (incorporation theory and seat theory). The leading cases in this context are the following: Daily Mail, Centros, Überseering, Inspire Art and Cartesio. The main outcome of these decisions is the possibility for companies to transfer their de facto head office to the member state of their choice.

Sectoral ESD

European sectoral social dialogue is a social dialogue taking place at branch level between the European trade union and employer organisations of a specific sector of the economy. The main advantage of the EU sectoral social dialogue is its ability to address specific aspects of sectoral concern and to provide a proper forum for discussion with the actors on the ground of many issues linked to employment, working conditions, vocational training, industrial change, the knowledge society, demographic patterns, enlargement and globalisation. The Sectoral Social Dialogue Factsheets – available in English and French – provide an overview on the actors and the outcomes in the different sectors.

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