No C 30/92 Official Journal of the European Communities 8. 2. 90 
COMMON POSITION OF THE COUNCIL TEXT AMENDED BY PARLIAMENT 
AMENDMENT No 2 
Article 3 
Where a company becomes a single-member company 
because all its shares are held by a single person, that fact, 
together with the identity of the sole member, must either 
be recorded in the file or entered in the register within the 
meaning of Article 3 (1) and (2) of Directive 68/151/EEC or 
be entered in a register kept by the company and accessible 
to the public. Article 3 
Where a company becomes a single-member company 
because all its shares are held by a single person, that fact, 
together with the identity of the sole member, must either 
be recorded in the file or entered in the register within the 
meaning of Article 3(1) and (2) of Directive 68/151/EEC or 
be entered in a register kept by the company and accessible 
to the public, an attendant consequence of this being the 
obligation to convert the shares into nominative shares. 
The fact that all the shares are held by a single person shall 
also be recorded on the paper used by the company for its 
correspondence. 
Re-examined proposal for a Council Directive amending Directive 87/102/EEC of 22 December 
1986 on the approximation of the laws, regulations and administrative provisions of the Member 
States concerning consumer credit (1) 
COM(89) 592 final — SYN 132 
[Submitted by the Commission pursuant to Article 149 (2) (d) of the EEC Treaty on 
4 December 1989] 
(90/C 30/07) 
(!) OJ No C 155, 14. 6. 1988, p. 10. 
COMMON POSITION OF THE COUNCIL TEXT AMENDED BY THE COMMITTEE ON 
LEGAL AFFAIRS AND CITIZENS' RIGHTS 
AMENDMENT No 1 
Fourth recital 
Whereas, during a transitional period, Member States 
which prior to the date of notification of this Directive, 
apply laws which permit the use of another mathematical 
formula for calculating the annual percentage rate of 
charge may continue to apply such laws; Fourth recital 
Delete this recital 
AMENDMENT No 2 
Fifth recital 
Whereas, before expiry of the transitional period and in the 
light of experience, the Council will, on the basis of a 
proposal from the Commission, take a decision which will 
make it possible to apply a single Community mathema­
tical formula; Fifth recital 
Delete this recital 
8. 2. 90 Official Journal of the European Communities No C 30/93 
COMMON POSITION OF THE COUNCIL TEXT AMENDED BY THE COMMITTEE ON 
LEGAL AFFAIRS AND CITIZENS' RIGHTS 
AMENDMENT No 3 
Article 1 (2) — Article la (3)(a) and (b) Article 1 (2) — Article la (3)(a) and (b) 
3. (a) Where credit transactions referred to in this Delete the whole of paragraph 3 
Directive are subject to the provisions of national 
laws in force on... which impose maximum limits 
on the annual percentage rate of charge for such 
transactions and, where such provisions permit 
standard costs other than those described in 
paragraph 2(i) to (v) not to be included in those 
maximum limits, Member States may, solely in 
respect of such transactions, not include the 
aforementioned costs when calculating the annual 
percentage rate of charge, as stipulated in this 
Directive, provided that there is a requirement, in 
the cases mentioned in Article 3 and in the credit 
agreement, that the consumer be informed of the 
amount and inclusion thereof in the payments to be 
made. 
(b) Member States may no longer apply point (a) from 
the date of entry into force of the single mathema­
tical formula for calculating the annual percentage 
rate of charge in the Community, pursuant to the 
provisions of paragraph 5(c) 
AMENDMENT No 4 
Article 1 (2) — Article la (5)(a), (b) and (c) Article 1 (2) — Article la (5)(a), (b) and (c) 
5. (a) As a transitional measure, notwithstanding the Delete the whole of paragraph 5 
provisions of paragraph 1(a), Member States 
which, prior to ..., applied legal provisions 
whereby a mathematical formula different from 
that given in Annex II could be used for calculating 
the annual percentage rate of charge, may continue 
applying that formula within their territory for a 
period of three years starting from 1 January 1993. 
Member States shall take the appropriate measures 
to ensure that only one mathematical formula for 
calculating the annual percentage rate of charge is 
used within their territory. 
(b) Six months before the expiry of the time limit laid 
down in point (a) the Commission shall submit to 
the Council a report, accompanied by a proposal, 
which will make it possible in the light of 
experience, to apply a single Community mathe­
matical formula for calculating the annual per­
centage rate of charge. 
(c) The Council shall, acting by a qualifed majority on 
the basis of the proposal of the Commission, take a 
decision before 1 January 1996. 
No C 30/94 Official Journal of the European Communities 8. 2. 90 
COMMON POSITION OF THE COUNCIL 
2. 
(d) TEXT AMENDED BY THE COMMITTEE ON 
LEGAL AFFAIRS AND CITIZENS' RIGHTS 
AMENDMENT No 5 
Article 1 (4) — Article 4 (2)(d) 
The written agreement shall include:... 
a statement of the cost items referred to in Article la (2) 
with the exception of expenditure related to the breach 
of contractual obligations which were not included in 
the calculation of the annual percentage rate of charge 
but which have to be paid by the consumer in given 
circumstances, together with a statement identifying 
such circumstances. Where the exact amount of those 
items is known, that sum is to be indicated; if that is not 
the case, either a method of calculation or as accurate 
an estimate as possible is to be provided where 
possible. Article 1 (4) — Article 4 (2)(d) 
2. The written agreement shall include:... 
(d) a statement of the cost items referred to in Article la 
(2), which were not included in the calculation of the 
annual percentage interest charge, but which have to be 
paid by the consumer in given circumstances, together 
with a statement identifying such circumstances. 
Where the exact amount of those items is known, that 
sum is to be indicated; if that is not the case, either a 
method of calculation or as accurate an estimate as 
possible is to be provided where possible. 
AMENDMENT No 6 
Article 2 (2) 
2. Member States shall communicate to the Commission 
the texts of the main provisions of national law which they 
adopt in the field governed by this Directive. Article 2 (2) 
2. Member States shall communicate to the Commission 
the texts of the main provisions of national law which they 
adopt in the field governed by this Directive. The said texts 
shall contain an express reference to this Directive and to 
Directive 87/102/EEC.