EN    EN EN 
EN    EN  COMMISSION OF THE E UROPEAN COMMUNITIES 
Brussels, 4.11.2009 
SEC(2009) 1492 
  
COMMISSION STAFF WORKING DOCUMENT 
  
Progress Report  
Accompanying document to the  
 
GREEN PAPER 
 
The interconnection of business registers 
{COM(2009) 614 final} 
EN 2   EN 1. INTRODUCTION  
In Europe, business registers1 offer a range of services, which may vary from one 
country to another. The core  services provided by all registers, however, are to 
register, examine and store company in formation, such as information on the 
company's legal form, its seat, capital and legal representatives,  and to make this 
information available to the public. Th e cross-border cooperation of business 
registers is indispensable to ensure that reliable information is available electronically on companies all over Europe . Improving this situation was identified 
by the High Level Group of Independent Stak eholders on Administrative Burdens as 
a means of facilitating cro ss-border economic activities. Citing possible savings of 
€161m regarding certain information oblig ations stemming from the Eleventh 
Company law Directive
2, the experts were fully in support of achieving 
interoperability between trad e registers throughout Europe3. Since this cooperation 
does not at present involve all Member St ates, this progress re port analyses the 
current legal and factual situation in orde r to see where this environment could be 
improved and some of the potential sa vings identified could be brought about. 
Suggestions on the way forward are contai ned in the Green Pa per, which this 
progress report accompanies.  
2. LEGAL CONTEXT  
Cross-border cooperation of business regist ers is required explicitly e.g. by the 
Directive on cross-border mergers4 and by the Statutes for a European Company 
(SE)5 and for a European Cooperative Society (SCE)6. Furthermore, the disclosure 
requirements for foreign branches (established by the Eleventh Company law Directive (89/666/EEC)) and th e jurisprudence of the Euro pean Court of Justice on 
company mobility
7 render such cooperation indispensable in practice. Finally, once 
                                                 
1 The term "business register" used in this progre ss report comprises all the central, commercial and 
companies registers within the meaning of Article 3 of the First Council Directive of 9 March 1968 on 
co-ordination of safeguards which, for the protection of the interests of members and others, are 
required by Member States of companies within the meaning of the second paragraph of Article 58 of 
the Treaty, with a view to making such safeguards equivalent throughout the Community (68/151/EEC). 
2 Eleventh Council Directive 89/666/ EEC of 21 December 1989 concerni ng disclosure requirements in 
respect of branches opened in a Member State by certain types of company governed by the law of 
another State (OJ L 395, 30.12.1989, p. 36).  
3 Opinion of the High Level Group of Independent Stakeholders on Administrative Burdens ("Stoiber 
Group") on the priority area company law / annual accounts, 10 July 2008, § 22, 
http://ec.europa.eu/enterprise/admin-burdens-reduction/docs/080710_hlg_op_comp_law_final.pdf . 
4 Directive 2005/56/EC of the European Parliament and of the Council of 26 October 2005 on cross-
border mergers of limited liability companies  (OJ L310, 25.11.2005, p. 1). 
5 Regulation (EC) 2001/2157 of 8 October 2001 on the Statute for a European company (SE) (OJ L 294, 
10.11.2001, p. 1).  
6 Regulation (EC) 2003/1435 of 18 August 2003 on the Statute for a European Cooperative Society 
(SCE) (OJ L 207, 18.08.2003, p.1).  
7 Centros (C-212/97) , Überseering (C-208/00) , Inspire Art (C-167/01)  cases. 
EN 3   EN the Statute for a European Private Company (SPE)8 is adopted the number of cases 
that require cross-border coope ration may increase significantly. 
2.1. Increased company mobility 
Over the past decade, the case law of th e European Court of Justice (ECJ) has 
opened up the possibility for businesses to incorporate in one Member State of the 
European Union and conduct entirely their business activity in another. In the 
Centros  case the ECJ pointed out that "it is contrary to Ar ticles 52 and 58 of the 
Treaty for a Member State to refuse to register a branch of a company formed in 
accordance with the law of another Member Stat e in which it has its registered office 
but in which it conducts no business where the branch is intended to enable the company in question to carry on its entire bus iness in the State in which that branch 
is to be created, while avoiding the need to form a company there, thus evading 
application of the rules governing the forma tion of companies whic h, in that State, 
are more restrictive as regards the payi ng up of a minimum share capital. That 
interpretation does not, however, prevent the authorities of the Member State concerned from adopting any appropriate measure for preventing or penalising 
fraud"
9. 
Studies10 show how the jurisprudence of the Eu ropean Court of Justice increased the 
number of incorporations in other Member States11 over the last years. Entrepreneurs 
are more and more inclined to make use of the freedom to incorporate in a country which is best suited to their business need s. These incorporati ons are often followed 
by the establishment of a branch in th eir own Member State for the purpose of 
conducting their business. By way of illu stration, Annex I shows the number of 
private limited companies incorporated in th e UK whose majority of directors reside 
in another country (1997-2006). 
In such situations, according to the e xperience of a number of Member States,
12 there 
are significant discrepancies between the c ontent of the register  of the company and 
that of the branch. Most often, the register  of the branch is not notified about the 
insolvency or dissolution  of the mother company. 
2.2. Directive on disclosure requirements of companies  
The First Company law Directive (68/151/EEC) prescribes compulsory disclosure of 
a series of documents and particulars of limited-liability companies. The 2003 
amendment to that Directive required Memb er States to put in place a system of 
electronic registers by 1 January 200713. This modernisation of the Directive was 
                                                 
8 Proposal for a Council Regulation on the Statute for a European private company, COM(2008) 396 
final. 
9 Centros case (C-212/97) . 
10 E.g. Becht, Marco, Mayer, Colin and Wagner, Hannes F.,Where Do Firms Incorporate? Deregulation 
and the Cost of Entry (August 2007). ECGI - Law Working Paper No. 70/2006; Journal of Corporate 
Finance, Vol. 14, No. 3, 2008 Available at SSRN: http://ssrn.com/ab stract=906066.  
11 Especially in the United Kingdom. 
12 See table on page 13 on examples of existing branches of dissolved companies. 
13 Article 1(3) of Directive 2003/58/EC of the European Parliament and of the Council of 15 July 2003 
amending Council Directive 68/151/EEC, as regards di sclosure requirements in respect of certain types 
of companies (OJ L 221, 4.9.2003, p. 13) . 
EN 4   EN aimed at making company information more easily and rapidly accessible by 
interested parties and at simplifying signi ficantly the disclosure formalities imposed 
upon companies. 
2.3. Branches Directive 
Under the Eleventh Company law Di rective (89/666/EEC) on disclosure 
requirements in respect of branches ope ned in a Member State by companies 
governed by the law of another State, certa in documents and part iculars concerning 
the company have to be disclosed in the regi ster of the branch. A direct exchange of 
information between the concerned registers could facilitate the task of keeping the 
relevant information always up-to-date. 
2.4. Cross-border mergers Directive 
Directive 2005/56/EC on cross-border merger s of limited-liability companies also 
foresees close cooperation of re gisters. Article 13 of this Directive stipul ates that the 
registry for the registration of the company resulting from the cross-border merger shall notify, without delay, the registry in  which each of the companies was required 
to file documents that the cross-border merg er has taken effect. Deletion of the old 
registration, if applicable, shall be effected on receipt of that notification, but not 
before. 
2.5. European Company 
Council Regulation (EC) No 2157/2001 on the Statute for a European company (SE) 
also requires registers to cooperate. A stri king example relates to the transfer of the 
registered office. Article 8(11) of the Re gulation requires that when the SE's new 
registration has been effected, the registry  for its new registration shall notify the 
registry for its old registration. Deletion of  the old registration shall be effected on 
receipt of that notifi cation, but not before. 
2.6. European Cooperative Society 
Council Regulation (EC) No 1435/2003 on the Statute for a European Cooperative 
Society (SCE) also requires cooperation of  registers. Regarding the transfer of 
registered office, Article 7(11) states that  when the SCE’s new registration has been 
effected, the registry for its new registration shall notify the registry for its old registration. Deletion of the old registrati on shall be effected on receipt of that 
notification, but not before. 
2.7. European Private Company 
Article 46(2) of the proposal for a Council Regulation on the Statute for a European 
private company lays down obligations of authorities responsible for registers. The 
authorities responsible for the registers
14 shall cooperate with each other to ensure 
                                                 
14 Designated by the applicable national law in accordance with Article 3 of the First Company law 
Directive (68/151/EEC). 
EN 5   EN that the documents and part iculars of the SPEs listed in the draft Regulation15 are 
also accessible through the register s of all other Member States. 
2.8. European Economic Interest Grouping 
It could also be useful to see how the di fferent registers which are concerned in the 
case of a European Economic Interest Gr ouping could be better linked together. 
Council Regulation (EEC) No 2137/85 of 25 July 1985 on the European Economic 
Interest Grouping (EEIG)16 lays down in its Article 10 that any grouping 
establishment situated in a Member State othe r than that in which the official address 
is situated shall be registered in that State. For the purpose of such registration, a 
grouping shall file, at the appr opriate registry in  that Member Stat e, copies of the 
documents which must be filed at the registry of the Member State in which the official address is situated, together, if necessary, with a translation which is in line with the practice of the registry where the establishment is registered. 
2.9. Transparency Directive 
In the framework of the Transparency Directive
17 a single electronic network or a 
platform of electronic networ ks across Member States should be set up for the so-
called officially appoint ed storage mechanisms18. These storage mechanisms19 
should provide easy and fast access to regula ted information on issuers. This tool 
shall also facilitate public access to information to be disclosed under the Market 
Abuse Directive20 and the Prospectus Directive21. The Commission 
Recommendation22 on the electronic network of offi cially appointed mechanisms for 
the central storage of regulated information referred to in the Transparency Directive 
(2004/109/EC) gives guidance to the Member States in order to ensure that the 
necessary steps are taken to  effectively interconnect the officially appointed 
mechanisms. The Commission specifically re commended that Member States should 
                                                 
15 The list is composed of: the name of the SPE and the address of its regist ered office; the names, 
addresses and any other information necessary to id entify the persons who are authorised to represent 
the SPE in dealings with third parties and in legal proceedings, or take part in the administration, 
supervision or control of the SPE; the share capital of the SPE; the share classes and the number of 
shares in each share class; the to tal number of shares; the nominal value or accountable par of the 
shares; the articles of association of the SPE; where the SPE was formed  as a result of a transformation, 
merger or division of companies, the resolution on the transformation, merger or division that led to the creation of the SPE (Article 10(2 ) of the proposed Regulation). 
16 OJ L 199, 31.07.1985, p. 1. 
17 Directive 2004/109/EC of the Eu ropean Parliament and of the Co uncil of 15 December 2004 on the 
harmonisation of transparency requirements in relati on to information about issuers whose securities are 
admitted on a regulated market an d amending Directive 2001/34/EC, (OJ L 390 31.12.2004 p. 38). 
18 This is the aim of the guidelines the competent authorities of the Member States shall draw up under 
Article 22(1) of the Tr ansparency Directive. 
19 The officially appointed storage mechanisms are to be created by Member States according to Articles 
21-22 of the Transp arency Directive. 
20 Directive 2003/6/EC of the European Parliament and of the Council of 28 January 2003 on insider 
dealing and market manipulation (market abuse) (OJ L 96, 12.4.2003, p. 16–25). 
21 Directive 2003/71/EC of the European Parliament and of the Council of 4 November 2003 on the 
prospectus to be published when securities are offered to the public or admitted to trading and 
amending Directive 2001/34/EC (OJ L 345, 31.12.2003, p. 64–89).  
22 Commission Recommendation of 11 October 2007 on the electronic network of officially appointed 
mechanisms for the central storage of regulated information referred to  in Directive 2004/109/EC of the 
European Parliament and the Council (2007/657/EC), (OJ L 267 12.10.2007).  
EN 6   EN encourage the competent authorities to dr aw up guidelines by 30 September 2010 for 
the future development of th e electronic network looking at, inter alia , the technical 
interconnection with the el ectronic network developed by the national company 
registries.  
3. STATE OF PLAY  
As businesses increasingly expand beyond na tional borders usi ng the opportunities 
offered by the Single Market, it has beco me indispensable to make official and 
reliable information available to creditor s, suppliers, business  partners all over 
Europe. At the same time, operations such as  cross-border mergers,  divisions or seat 
transfers and the establishment of branches  in other Member States have made the 
day-to-day cooperation of national, regiona l or local authorities and/or business 
registries a necessity.  
There are at present two projects which involve the cooperat ion between business 
registers.  
• A majority of EU registers participate in the European Business Register (EBR), 
which currently combines registers from 18 Member States. This network allows 
users to access information through a common electronic platform.  
• EBR was also working on a project, funded largely by the Commission to 
establish interconnection betw een registers (Business Re gister Intero perability 
Throughout Europe – BRITE).  
However recently some alternative ways for sharing information and cooperating 
through electronic means have opened up23.  
• The Internal Market Information System (IMI) is being developed to support day-
to-day administrative cooperation between  public administ rations and make 
internal market legislation work bette r. It is managed by the Commission. At 
present, IMI is used fo r cooperation under the Prof essional Qualifications 
Directive24 and, as from 28 December 2009, the Services Directive25.  
• The e-Justice project aims at assisting th e work of businesses, legal practitioners 
and judicial authorities and facilitating th e access of citizens to  judicial and legal 
information.  
All of these initiatives and their potentia l future use will be discussed below. 
                                                 
23 Note should also be taken of the Your Europe - Business portal, since it provides a single point of 
access at EU level to information and services provided by public  administrations in support of 
businesses. This portal is jointly provided by the European Commission and national authorities.  
http://ec.europa.eu/youreurope/business/index_en.htm.  
24 Directive 2005/36/EC of the European Parliament and of the Council of 7 September 2005 on the 
recognition of professional qualifications , (OJ L 255, 30.9.2005, p. 22).  
25 Directive 2006/123/EC of the Eu ropean Parliament and of the Council of 12 December 2006 on 
services in the internal market, (OJ L 376, 27.12.2006, p. 36).  
EN 7   EN 3.1. European Business Register 
EBR26 is a network of business registers whose objective is to offer reliable 
information on companies all over Europe. A nnex II contains the list of the members 
of EBR. Citizens, businesses and public aut horities may subscribe to the services of 
EBR at the business register of their ow n country. Subscription enables them to 
search for a company name through all th e registers which are members of EBR by 
submitting a single query in their own language. In some cases, it is also possible to search for the name of a natural person. As th e result of the search, a specific set of 
company information becomes available, in the language of the query. 
3.1.1.  Historical background 
EBR started as a technical cooperation between  business registries in 1992. Its origin 
can be found in the provisions of th e First Company law Directive (68/151/EEC) 
that, in 1968, defined a mandatory list of in formation that limited-liability companies 
in all Member States have to register (A rticle 2). In 1992, France, Italy, Denmark and 
the United Kingdom took part in a project whose aim was to ensure easy, multi-
lingual access to, at least, a standard set of  official company data stored in the 
business registers of th e countries concerned.  
EBR relied heavily on EU funding. Th e first project was financed by the 
Commission under ENS, the European Ne rvous System Programme in 1994. The 
pilot project demonstrated the feasibility of  an Internet connecti on between registers. 
In 1996-1998 a second project financed by the Commission - Telematics Application 
Programme (Administrations) - allowed phase II of the EBR concept development. 
At the end of the project, the first se rvice on the market was launched, providing 
access to 12 registers (Austria, Belgium, Denmark, Finland, France, Germany, Greece, Italy, Norway, Spain, Sweden and the UK) through a specific agreement 
with EBR.  
In 2001-2003 a third project (European Bu siness Register - Open Network; EBR-
ON) was financed by the IST Programme, Accompanying Measures specific to technology take-up measures, Key Ac tion 1 (Action Line: IST-2001-1.3.2). The 
scope of the project was the enhancement of  the IT platform in order to ease the 
integration of new parties and the creati on of a common user interface that would 
help the launch of the service to the market. 
Migration from the old to the new platfo rm and the launch of a new EBR service 
took place during the summer of 2004 of the new EBR service with the following 14 
providers: Austria, Belgium, Denmark, Es tonia, Finland, France, Germany, Greece, 
Ireland, Italy, Latvia, Norway, Spain and Sweden. 
Cooperation between the participating regist ers was based on an Information Sharing 
Agreement (ISA) in which the contracting parties undertook the duty to give each 
other access to information stored in the business registers. Gradually, other 
countries joined the cooperation. Annex III gives an overview of the progress.  
                                                
 
26 http://www.ebr.org . 
EN 8   EN Decision-making in EBR was cumbersome as  any amendment to the ISA required 
the unanimous agreement of all partie s. Therefore, in 1998 EBR decided to 
incorporate in a European legal form, as  a European Economic Interest Grouping 
(EEIG)27. However this legal change could not  provide members with an EU-wide 
solution either as not every business regist er in the Member States was allowed by 
law to become a member of an EEIG, in  particular because its members bear 
unlimited joint and several liability for the debts and other liabilities of the EEIG28. 
The adoption of the 2003 amendment of  the First Company law Directive 
(2003/58/EC) promoted the future use of  EBR since it made it mandatory for 
Member States to set up electronic business regist ers by 1 January 2007. The 
completion of the electronic databases ope ned the possibility for EBR to extend its 
services to all the Member States of the EU. 
3.1.2.  Current legal status  
Currently, the business registers of 24 juri sdictions take part in the EBR network29. 
18 of these countries are Member States30 of the EU while si x are other European 
jurisdictions31. All these countries are parties of  the Information Sharing Agreement 
that remains the basis for cooperation between the parties. Only 13 of the 24 participants could become members of the EBR EEIG. 
Based on the ISA, the parties shall give e ach other non-exclusive access to the data 
stored in the business registers and de liver the predefined information in a 
standardised report. The access is ensured through a software provided by EBR in accordance with agreed tech nical conditions. The minimum service that the ISA 
requires from all parties is to provide fo r company search and company profile. In 
addition, there is a possibili ty to deliver standardised  reports on person search, 
personal appointments and company appointments. Most countries, however, provide for even broader information. For example,  13 participants give  access to annual 
accounts through EBR. The details of the cu rrent products can be found in Annex IV. 
On the other hand, the parties to the ISA are not obliged to  become distributors of 
company data stored in the business regist ers of other countries . In some countries 
the law prevents the registers from sell ing business information originating from 
other states (e.g. the Companies House in  the UK or the Companies Registration 
Office in Ireland). Some others may consid er this as a second step to take after 
becoming an information provider towa rds other Member States (e.g. the 
Netherlands). Currently, only 14 members of EBR distribute data from other 
countries in their Member States (see Anne x III). All participat ing registers have 
access to business information stored in the registers of other members though. The 
                                                
 
27 26 The EEIG is a legal body having the purpose to facilitate or develop the economic activities of its 
members and to improve or increase the results of thos e activities. Its purpose is not to make profits for 
itself. Its activity is related to the economic activities of its members and may not be more than ancillary 
to those activities (Article 3 of Council Regulation (EEC) No 2137/85). 
28 Article 24(1) of Council Regulation (EEC) No 2137/85. 
29 Lithuania and Guernsey have recently joined but ha ve not been technically in tegrated in the network 
yet. 
30 Austria, Belgium, Denmark, Estonia, Finland, France, Germany, Greece, Ireland, Italy, Latvia, 
Lithuania, Luxembourg, Netherlands, Slovenia, Sweden, Spain, UK. 
31 FYROM, Guernsey, Jersey, Norway, Serbia, Ukraine. 
EN 9   EN legal aspects of the data transmission in EBR and in particular the protection of 
personal data is governed by national law, including the provisi ons implementing the 
Community data protection rules32.  
As regards the EBR EEIG, its objectives are to facilitate and develop the activities of 
its members as well as to contribute to their performance and th e increase of such 
performance. Thus, the EEIG's purpose is to manage general relationships between 
members within the EBR network, includi ng but not limited to the maintenance, 
development, administration and updati ng of the EBR network and software; 
marketing services such as the publicati on of brochures, organisation of seminars, 
websites; the extension of the system a nd the service of new countries and R&D 
services in the field of gathering a nd distributing busine ss register related 
information, including the participation to  European Commission and public funded 
programmes; the development of common marketing and sa les services of business 
registers public information on behalf of its members, or a member of the ISA co-
operation33.. 
The EBR EEIG is managed by a board w ith majority of members representing 
business registers, which are members of the EEIG, while the others are only parties to the ISA agreement. This structure has been developed in order to involve the 
parties to the ISA in the decision-making on EBR. Currently, the board is composed 
of five members, three of which are members of the EEIG. 
To summarise, the legal framework for EBR is, at present, based on a dual 
foundation. All of its members are parties to the Information Sharing Agreement 
between the business registers, but only a bout half of its me mbers are currently 
taking part in the EBR EEIG that actu ally manages the ne twork between the 
registers. 
The EBR EEIG was also the member of the consortium responsible for developing 
the BRITE project (see point 3.2 ).  
3.1.3.  Financing 
Similarly to the management of EBR, also its financing reflects the legal complexity 
of its status. The network is mainly fina nced by the fees paid by the ISA members. 
The joining fee currently amounts to €15,000 to  cover the costs of the support service 
ensured by EBR in the process of joining the network. In additi on, members have to 
pay €12,000, €15,000 or €18,000 annually for the use of the EBR software and the ongoing support services
34. 
The income from royalties depends on the data traffic on the network that has 
increased gradually. In 2007 the total traffic was 200,000 se arches, in 2008 
approximately 300,000. For 2009, 350,000-400,000 searches are expected. 70% of the total volumes are on company searches: it seems that for the moment the most 
                                                
 
32 Directive 95/46/EC of the European Parliament and of the Council of 24 October 1995 on the 
protection of individuals with regard to processing of personal data and on the free movement of such data (OJ L281, 23.11.1995 p. 31-50). 
33 Article 5 of the Articles of Association of the EBR EEIG. 
34 The calculation is based on the GDP of the relevant countries. 
EN 10   EN important aspect for the EBR users is to be  able to identify a company and to check 
its current status at the register. The re st of the traffic is mainly on company 
appointments and financial information. The objective of EBR is to transform to a 
royalty-based system in the future. In a ddition to the annual fee members pay for 
EBR, they also agreed "to contribute to the development of the cooperation within 
the EEIG, either by placing human resour ces, hired or seconded by them, to the 
disposal of the EEIG or by an additional monetary contribution"35. 
3.1.4.  Membership in EBR  
EBR started off as an informal technical cooperation between business registries with 
the objective of providing each other and, at a later stage, businesses with reliable 
company information. Up until today the pa rticipation both in the ISA and in the 
EBR EEIG remains voluntary what has seve ral impacts on the functioning of the 
network: 
– The progress of extending the network is slow. The cooperation started in 1992 
and as of today nine Member States of the EU are still missing from the network
36. Interest in EBR has grown significant ly in the last few years, but the 
integration of new countries in the network seems to be a lengthy process37. 
– Business registers from non-EU countri es became members of the European 
Business Register. EBR is not limited to EU Member States, but encourages the 
application of EEA countries  (Norway) and other jurisdictions as well. Today, 
Ukraine, Serbia, FYROM, Guernsey and Jersey are also members of the network. 
– Business registers, in particular the ones that are financed from public finances, 
have difficulties in finding the necessary f unds to join the network and to pay the 
annual fee.  
– EBR itself does not have access to sufficien t funding to employ staff necessary for 
the faster expansion of the network. 
– Historically, not all members provided c onfirmed official company data. Up until 
2007, not all Member States had (centralis ed) electronic business registers which 
are essential for the tran smission of information through the EBR network. For 
example, in Germany, where electronic bus iness registers only existed in a few 
Länder, a private company was the member of EBR until 2008, and extracted and electronically processed business data publ ished in the Federal Gazette. Today, 
following the establishment of the Unternehmensregister
38 (electronic business 
register), the Bundesanzeigerverlag (P ublishing House) provides information 
within the EBR framework, after being a ppointed for that task by the German 
Ministry of Justice. In other member count ries, either the official business register 
                                                 
35 Article 7 of the Articles of Association of the EBR EEIG. 
36 Bulgaria, Czech Republic, Cyprus, Hungary, Malta, Poland, Portugal, Romania, Slovakia. 
37 Integration a new member in the network generally takes between 3 and 18 months depending on the 
availability of in-house expertise, the nature of the current technology, the existence of online date 
access as well as the availability of resources to allocate to the development. However the net time 
necessary to integrate to the network and develop basic services (company search, company profile) 
does not require more than 30-80 person days. 
38 http://www.unternehmensregister.de . 
EN 11   EN or a private company authorised by th e business register or the competent 
authority participate in EBR (e.g. Austria,  Italy). In Belgium, discussions are 
taking place for the entry of Banque Carrefour as a replacement for Coface 
Services Belgium as the official provider of Belgian company data. 
3.2. The BRITE project 
Developments in EU company law have gradually increased the need for cross-
border cooperation of busine ss registers. European legal instruments such as the 
cross-border mergers directive (2005/ 56/EC) and the European Company (SE) 
Statute (2001/2157) provided businesses with new options and additional flexibility while ensuring the protection of  third parties such as cred itors and business partners. 
EU law does, however, not fully address the details of the practical cooperation that is necessary to make requirements functi on effectively on a day-to-day basis.  
3.2.1.  The objectives of the BRITE project 
In 2006 a consortium comprised of busines s registries and re lated organisations, 
technical partners and researchers
39 was awarded a 3-year c ontract by the European 
Commission under the Sixth Framework Programme40 to conduct a research project 
and develop technological solutions for th e interoperability of  business registers 
throughout Europe.  
BRITE's scientific and tec hnical objectives were to develop and implement an 
advanced and innovative interoperability model, an ICT service platform and a 
management instrument for business regi sters to interact across the EU. The 
consortium worked on the basis of four service cases. They created technological 
solutions for cross-border seat transfer s and mergers, for the better control of 
branches of companies in other Member States, for supporting e-procurement as well 
as the prevention of financial crime and money laundering. This paper only examines 
those service cases that are related to the enforcement of the company law directives, 
such as the Branch Disclosure Service (point 3.2.3)  and the transfer of seat and cross-
border merger procedures (point 3.2.4) . 
3.2.2.  The elements of the BRITE project 
The technological solution developed in the BRITE proj ect consists of several 
elements.  
3.2.2.1.  Directory of Registers (DOR) 
The first step in the communication between business registers is to establish contact 
with the other competent register. The Directory of Registers is a central repository that stores basic information about business registers. It stores information such as 
the responsibilities, location and contacts within a regist ry. It also describes the 
services provided by the business registers.  
                                                
 
39 For details, see http://www.briteproject.eu/project-overview/partners . 
40 http://ec.europa.eu/research/fp6/index_en.cfm . 
EN 12   EN 3.2.2.2.  Registered Entity Identifier (REID) 
The REID has been proposed to identify entities in business registers by a number 
that is unique at world level. The REID follows the IBAN structure.  
 
The first part is the ISO Country Code, which alwa ys consists of two fixed characters in length.  
The second part is the unique Register Identifier, as  specified by the Directory of Registers. It can be 
up to six characters in length and can co ntain the characters 0-9, A-Z, - and /. 
The third component is the unique Company Number within the register. This can be up to 20 
characters in length and is identical with in the co mpany's registering number in its "home" register. 
The final constituent is a two character Check Dig it. Check Digits are a “checksum” on a number or 
word to help prevent manual typing errors and are a simple and easy way to negate the human element 
of keying in data. 
A full stop delimits the Country Code, Register Identifier from the Number in Register, Check Digit 
and a separator hyphen separates the Numb er in Register from the Check Digits. 
REID does not require any change in th e company's registering number in its 
national or local register but it is an extern al representation of the existing registered 
company number.  
3.2.2.3.  Central Name Index (CNI) 
The objective of the CNI is to provide a central component to  facilitate th e controlled 
search of registered company names. A CNI prototype was deve loped to show the 
benefits of a centralised index, which is th e predominant construct used by European 
countries with multiple business registers. It  provides the ability to locate entities 
instantly without searching a ll local registers. The mainte nance and organisation of a 
CNI would require a perman ent administration entity.  
3.2.3.  Branch Disclosure Service (BDS) 
The Branch Disclosure Service is a central  notification service that provides basic 
company information updates to the business re gisters. The purpose of the BDS is to 
enable a registry wh ere a branch is registered under the Eleventh Company law 
Directive (89/666/EEC) to firstly, determine th e status, in its home register, of the 
company that has established the branch and secondly, to be notified by e-mail of 
changes in that status. If the company's stat us changes in the regi ster, the register of 
the branch has to proceed  according to the legal provision prescribed by the 
EN 13   EN applicable law41. Registers that through this servi ce become aware of a change in 
status should make such inquiries into the meaning or significance of the status 
change as they consider necessary.  
In the context of the BRITE project, the Branch Disclosure Service was implemented 
between the business registers of the UK,  Ireland, Sweden and Norway. There was 
also BDS established between Companies H ouse (UK) and the business register of 
North Rhine-Westphalia (NRW)42. The table below gives some examples of the 
number of branches is relation to which th e BDS helped to find out that the parent 
companies were already dissolved. This information allowed the Member States concerned to take action, wh ere appropriate, with regard  to branches operating in 
their jurisdiction. 
BDS partner  Parent company watches 
placed Company watches returned as "not current" 
(overall percentage of the watches placed) 
Ireland 7 1 (14.3%) 
Norway 12,152 1946 (16%) 
Sweden 204 27 (13.2%) 
Germany (NRW) 3,757 646 (17.3%) 
UK43 0 N/A 
Total 16,120  
In addition to the above live data, trials  recently conducted across a sample of 2000 
branches in the Dutch trade register return ed 6% of the parent companies from other 
jurisdictions as ha ving the status of  being dissolved. 
3.2.4.  Transfer of seat and cross-border mergers 
The issue of the cross-border transfer of th e seat of companies has been discussed for 
a long time in the European context. Currently, European legal forms such as the European Company and the European Coopera tive Society are allowed to move their 
place of registration to another countr y, following common European rules. 
Consequently, one of the service cases developed by the BRITE consortium focused 
on this operation. In the meantime, the Counc il and the European Parliament adopted 
the Directive on cross-border mergers (2005 /56/EC) and consequently the service 
case was extended to this situation as well. 
A service realising the implementation of these procedures requires a high degree of 
coordination among business registers throughout Europe. They generate 
                                                
 
41 For example, contact the representative of the br anch or remove the branch from the register ex officio . 
42 The rollout of the BDS to the other Länder in Germany was completed in September 2009. 
43 UK currently acts only as a data provid er to the Branch Disclosure Service. 
EN 14   EN requirements for registries to exchange  documentation for the companies involved 
and send notifications to each other.  
The service is built on the Di rectory of Registers that helps identify the competent 
register in the case. The use of the Re gistered Entity Identifier facilitates the 
identification of the company or companie s that take part on the cross-border 
operation.  
In the case of seat transfer, the tec hnological solution developed in the BRITE 
project would enable the business regi ster of the home Member State to 
communicate the certificate about the comple tion of all acts and formalities to be 
accomplished before the transfer (Article 8( 8) of the SE Regulation and Article 7(9) 
of the SCE Regulation). The solution woul d also make it possible for the business 
registry of the host Member State to have  access to any relevant information about 
the transferring company (e.g. insolven cy proceedings, winding up, etc.). 
Furthermore, the business regi stry of the host Member Stat e could notify the registry 
of the home Member State about the registration  of the seat transfer and enable it to 
delete the company from its old register (Article 8(11)  of the SE Regulation and 
Article 7(11) of the SCE Regul ation). The same solution c ould apply to cross-border 
mergers. 
The Central Name Index and the REID also increase the traceability of companies by 
making historic information more easily accessible.  
3.2.5.  Current situation 
The BRITE project was a research project that aimed at developing technological 
solutions for cross-border cooperation betw een business registers. These solutions 
were implemented in a few of countri es to test their functionality.  
A comprehensive version of the Director y of Registers (DOR ) was designed and 
implemented on the test BRITE platform. The version that is currently in use is the 
limited DOR implementation that serves to support the Branch Disclosure Service. 
This slimmed down version  is incorporated as an inte rnal service of the BDS and 
only comprises the information of the regi sters subscribed to BDS. The version 
implemented within BRITE, however, has the added features of s earch functionality 
presented through a web services interface.  
Also a version of the Central Name Inde x has been implemented and is currently 
deployed on the EBR servers. The test ve rsion provides a user interface to conduct 
CNI searches and is currently populated  with the data of close to 8.7 million 
companies from UK, France, Germany, Ireland, Italy, Norway, Serbia, and Sweden. 
In the BRITE project a considerable amount  of analysis was undertaken to map out 
the transfer of seat procedur es as carried out by the par ticipating business registers. 
The concrete output of this work culmin ated in a joint prototype between the 
Swedish and the Norwegian business registers and successfully simulated the transfer of seat between  the two jurisdictions.  
A manuscript for procedures between busin ess registers was created by BRITE to 
facilitate the simulation of cross-border merger scenarios. The manuscript presented 
in a questionnaire format contained ques tions allowing the analysis of merger 
EN 15   EN process in individual jurisd ictions. Cross-border merger simulations based on the 
manuscript were conducted between the re gistries and highlighted the different 
interpretations and implementations of the directives that impact cross-border mergers.  
Following the development of the services in the BRITE project, there has been no 
decision about their future use. The t echnological solutions  are ready to be 
implemented, but there has been no solution found to ensure the maintenance of and 
regulate the responsibili ty for running the servic es. The BRITE consortium 
considered EBR as an organisation that  could potentially maintain the services 
developed in the context of the project. Th e solution of a number of issues such as 
the lack of clear legal f oundation of EBR, the voluntary membership and finally the 
lack of stable financing would, however, ha ve to precede the launch of the services 
through this platform. The Swedish Comp anies Registration Office is hosting a 
conference this November 2009 with "Cross Border Business Information Sharing" 
as its main topic. The objective of the conf erence is to continue the work that is 
already going on in EBR, but also to de velop the results of the BRITE project.  
3.3. The Internal Market Information System (IMI) 
In March 2006, Member States endorsed a pr oposal to develop th e Internal Market 
Information System (IMI). This decision was taken in the light of the importance of 
administrative cooperation for a dynamic singl e market, as recognised in the Lisbon 
Strategy
44. IMI will also help to improve the application of Community law at 
national level, and thus contribute to the EU Better Regulation agenda45. IMI should 
also be seen in the context of  the i2010 eGovernment Action Plan46 and its objective 
of "making efficiency and effectiveness a reality"47. It also aims at reducing 
administrative burdens. 
3.3.1.  The objective of IMI 
IMI is an electronic tool designed to support day-to-day admi nistrative cooperation 
between public administrations in the In ternal Market. IMI makes the electronic 
exchange of information between competen t authorities possible by helping users in 
competent authorities to overcome important  practical barriers to communication, the 
most important one being differences in  administrative and working cultures, 
different languages, and a lack of clearly identified partners in other Member States. 
It supports all official EU languages. 
                                                 
44 Communication from the European Commission to the Spring European Council COM (2006) 30final 
"Time to move up a gear – the new partnership for growth and jobs", p. 18. 
45 Communication from the European Commission to the Council, the European Parliament, the European 
Economic and Social Committee and the Committee of the Regions COM (2006) 689 "A strategic review of Better Regulation in the European Union", p. 3. 
46 Communication from the European Commission to the Council, the European Parliament, the European 
Economic and Social Committee and the Committee of the Regions, COM (2006) 173 "i2010 
eGovernment Action Plan: Accelerating eGover nment in Europe for the Benefits of All" , p. 6. 
47 Communication from the Commission to the European Parliament, the Council, the European 
Economic and Social Committee and the Committee of the Regions on Delivering the benefits of the 
single market through enhanced ad ministrative cooperation, Progress Report on the Internal Market 
Information System (IMI),  COM(2008) 703 final. 
EN 16   EN The development of IMI is based on three key principles: 
• It does not impose additional administrative cooperation obligations on Member 
States beyond those already contained in th e relevant Internal Market legislation; 
• It provides the flexibility to respect th e diverse administrative structures and 
cultures in Europe; 
• It is a single system based on reusable bu ilding blocks. It is designed to be able to 
support many pieces of Internal  Market legislati on and will thus a void a proliferation 
of information systems. 
3.3.2.  How IMI works 
IMI makes available to competent authorities in Member States a simple tool to find 
authorities in other Member States and to send them a request for information 
through a structured set of questions, which are based on specific areas of EU legislation. These predefined questions and an swers have been pre-translated into all 
official languages by the European Commi ssion translation services, thus providing 
reliable and legally valid language support. 
For example, a competent authority in Ireland could choose some questions in 
English and send them to a competent aut hority in Hungary, who would be able to 
read and answer the questions in Hungaria n. The Irish authority would be able to 
read the reply in English. In addition to the structured questi ons, it is possible to 
include free text and to a ttach images or documents. 
In addition to the above, IMI offers a whole se t of other features th at will facilitate 
communication between competent aut horities. In sum, these are: 
• a directory of contact details and search  criteria (including address details and 
information on competence) about relevant  competent authorities throughout the 
EU; 
• multilingual search facility for competent authorities; 
• a list of predefined questions and an swers (based on each specific piece of 
legislation) available in a ll official EU languages to help authorities communicate 
with each other; 
• additional language support, including access to the European Commission online 
machine translation tool; 
• a transparent set of procedures on how to deal with requests, agreed by all 
Member States; 
• the possibility to exchange electronic documents and certificates; 
• a request management tool to monitor progress and identify potential problems 
with specific information requests (includi ng automatic e-mail alerts whenever an 
authority has to take any acti on in relation to a request); 
EN 17   EN • problem-solving mechanisms in case of disagreements between competent 
authorities. 
The workflow in IMI at its simplest looks as follows: 
Competent Authority (CA)  Action  Request gets status 
Requesting CA  Sends new request Request sent awaiting acceptance 
Responding CA  Accepts request  Request accepted 
Responding CA Replies to request Request open information provided 
Requesting CA  Accepts reply  Re quest closed information provided 
Member States have to register their compet ent authorities in IMI in order to use the 
system. They are free to decide whether they register their competent authorities directly or follow a more centralised appr oach and designate one or more national 
contact points for the transmission of request s. In either case, IMI makes it possible 
to search for a competent authority in  another Member State without prior 
knowledge of that Member State' s administrative structure.  
In Member States that have decided to i nvolve a higher level au thority in approving 
requests or replies or in cases where two competent authorities disagree on the 
information to be provided, the workflow remains transparent but more steps are 
required to deal with the approval process. 
3.3.3.  Current situation 
Since March 2006, Member States and the Commission have been working together 
through the Internal Market Advisory Co mmittee (IMAC) in order to develop the 
IMI system. Work has since then focuse d on the practical implementation of the 
administrative cooperation provisions set out  in the Professiona l Qualifications 
Directive (2005/36/EC) and the Se rvices Directiv e (2006/123/EC).  
3.3.3.1.  Professional Qualifications Directive 
IMI was launched in November 2007 in s upport of the admini strative cooperation 
provisions of the new Profe ssional Qualifications Dire ctive (2005/36/EC). After 
Member States identified and registered th e relevant competent authorities in IMI, 
the pilot project was started in February  2008. It was limited to  four professions 
(doctors, pharmacists, physiotherapists a nd accountants). All 27 Member States and 
three EEA countries took pa rt in the pilot project. 
In June 2008, the Commission launched an eval uation exercise of the pilot project, 
based on statistical data and feedback from IMI users. Users of the system confirmed 
that IMI is easy to use and fit for the purpose of supporting cross-border 
administrative cooperation. In the five months of the pilot, more than 130 information requests were dealt with thr ough IMI (with an average of 26 per month). 
This indicates that competent authorities understand the added value to be gained from using IMI. Feedback was particular ly positive about the language support and 
the ability to search for competent authoriti es. The pilot also identified a number of 
EN 18   EN areas where more work is needed to fine-t une the application in order to satisfy all 
Member State requirements48. 
Following the pilot project, the use of IMI was extended to the remaining professions 
(nurses, dental practitioners, veterinary su rgeons, midwives and architects) to which 
the principle of automatic r ecognition applies. In addi tion, two more professions 
under the general recognition system were selected (secondary school teachers and 
radiographers). Compared to its first ye ar of operation, usage levels have more 
tripled: in the firs t half of 2009 alone, 564 requests were sent through IMI, with an 
average of 94 per month. The system may be progressively opened to further 
professions on a demand-led basis. Currentl y, preparations are unde rway to introduce 
the craft professions. 
3.3.3.2.  Services Directive 
Chapter VI of the Services Directive (2006/123/EC) (Adminis trative cooperation) 
contains detailed provisions relating to the electronic exchange of information 
between Member States administrations. A specific IMI application is currently 
being developed and tested by the Commission, in close cooperation with the Member States, to support the required ex change of informati on. This application 
needs to be fully operationa l by the end 2009 transposition deadline of the Services 
Directive. 
A very large number of competent authoriti es at local, regiona l and national level 
need to be registered in the IMI system to  exchange information relating to service 
providers
49. To help Member States prepare fo r the launch of the operational IMI 
network for the Services Directive, a p ilot project is being carried out throughout 
2009. The pilot focuses on the registration an d training of competent authorities as 
well as the testing of information exchanges on the basis of structured, pre-translated 
question sets. 
3.4. E-Justice 
3.4.1.  Background 
From the beginning, the objective of e-Justice was to help justice to be administered 
more effectively throughout Europe by us ing ICT solutions for the benefit of 
citizens50. It represented an initial response to the threefold need to improve access to 
justice, cooperation between legal authorities and the effectiveness of the justice 
system itself. The use of such technologies  would help to rationalise and simplify 
judicial procedures. It would reduce also pr ocedural deadlines and operating costs, to 
the benefit of citizens, businesses, lega l practitioners and the administration of 
justice. 
                                                 
48 See details in: Commission Staff Working Document, Implementation of the Internal Market 
Information System (IMI): report on the Prof essional Qualifications Directive pilot project , SEC(2008) 
2743. 
49 Whereas there were about 600 in mid-2009, it is es timated that this number will grow to several 10,000 
competent authorities in a few years' time. 
50 See also Communication from the Commission to the Council, the European Parliament and the 
European Economic and Social Committee on Towards a European e-Justice Strategy , COM (2008) 
329 final. 
EN 19   EN The potential scope of e-Justice is very wide-ranging and will have to evolve in 
tandem with the European judicial area and ICT. It also provides solutions for cross-border procedures with the support of the European Judicial Network and Eurojust, 
helping to provide and create better ju stice across the EU. During a number of 
Council presidencies, the e-Justice initiati ve took a prominent place, particularly 
from the part of the Ministers of Ju stice and Home Affairs who continuously 
discussed the steps to be taken to furt her develop the field of e-Justice.  
One of the very specific projects poten tially yielding tangi ble results was the 
European e-Justice portal, which is of particular interest to this analysis. 
3.4.2.  E-Justice portal 
The European e-Justice portal is still under preparation. On ce in place, the portal will 
be the key point of access to legal informa tion, legal and administrative institutions, 
registers, databases an d other services with a view to  speeding up the daily tasks of 
EU citizens, legal and other experts, the judiciary, em ployees and other professionals 
and entities within the framew ork of European justice. 
E-Justice activities are currently implem ented in several priority areas. The 
Commission, for instance, has undertaken to set up the European e-Justice portal in 
close cooperation with the Member States. The portal will also include information 
on national and Community law as well as tools for practitioners encouraging wider 
use of videoconferencing in cross-border judicial cases, as this provides new 
possibilities for cooperation in proceedings between courts and other institutions. 
The portal is also to provide practical information on legal aid, mediation and the 
national judicial systems (applicable law,  competent courts, costs of proceedings, 
individual rights and enforcement). Furtherm ore, the portal will provide help finding 
experts such as lawyers, notaries, translat ors, interpreters, mediators and bailiffs. In 
the medium term the portal  is supposed to link up, inter alia , insolvency registers 
followed by other Member State registers,  including business a nd land registers. 
The Council of Ministers decided under th e French Presidency of the EU in 2008 
that the e-Justice system, as well as the Eu ropean Justice Portal, should develop in a 
decentralised manner, reiterating an earlier decision taken by an informal meeting of 
the Ministers of Justice in Dresden in Janua ry 2007. It was also recognised that this 
nonetheless requires a certain co-ordinati on by a central body, which will accelerate 
the co-ordination of organisa tional, substantive and techni cal aspects. A first version 
of the e-Justice portal is now expect ed to go live in December 2009. Further 
development is to be carried out vi a two technical releases per year. 
3.4.3.  E-Justice portal and EBR 
The European e-Justice action plan for 2009-2013
51 sets out how the e-Justice portal 
would deal with the in tegration of EBR. It presented an approach in two phases. In 
the first phase, the e-Justice po rtal would provide a link to EBR. At this stage, it is 
also supposed to provide links  to all national business regi sters. In the second, mid- 
to long-term phase, there would be refl ection on the possibility for a partial 
integration of EBR into the portal itself.  
                                                 
51 Council Multi-Annual European e-Justice Action Plan 2009-1013 (2009/C 75/01).  
EN 20   EN Further analysis has been carried out by the Council Working Party on e-Justice 
which in its meeting on 30 and 31 March 2009 set up an informal group consisting of some delegations (Austria, Latvia and Ge rmany) and the European Commission. The 
delegations, joined by the Czech Republic noted that further development was needed as the link to the EBR website did not grant the user access to the register 
data. To have access to this data the user either needed to al ready have a password 
for one of the registers interconnected within  EBR or needed to register on the first 
visit.  
With a view to the range of solutions already provided by EBR, the delegations were 
of the opinion that the experience made  should be taken into account in the 
framework of the European e- Justice portal rather than to duplicate what was already 
there. For the considered partial integr ation, for example, modern Web-Service-
Technology may be used, but the details  of the integrati on as well as the 
organisational possibilities ar e still to be discussed. 
4. S
UMMARY  
The interconnection of business registers se rves two distinct, but related purposes:  
– Access to information 
The European Business Register creates  a network between registers with the 
objective of allowing citizens and businesse s easily to access information in their 
own language about companies and/or thei r directors across Eu rope. This service 
increases transparency in the Single Ma rket and enhances the protection of 
shareholders, creditors and th ird parties. In order to re ach its full potential the 
network of business registers should be ex tended to cover all th e Member States of 
the EU and only official data should  be transmitted through the network. 
– Cooperation of business registers and/or competent authorities 
The second purpose of the inte rconnection of business registers is to facilitate the 
control and registration of cr oss-border procedures, such as  cross-border mergers or 
seat transfers. In this case, the competent authority and/or business registry must be 
clearly identifiable and there should be a reliable and pre-esta blished communication 
channel between them. For this purpose,  both IMI and the outcome of the BRITE 
project provide possible solutions. As re gards ensuring the flow of information 
between the register of the parent companies and their foreign branches, a specific 
service has been developed within BRITE. 
Cross-border access to company information has been promoted significantly by the 
requirement that an electronic business regist er has to exist in every Member State as 
of 1 January 2007. In a number of Member States electronic registers are accessible 
in more than one language. Accordingl y, access to company data from other 
countries is already possible in the EU. It should now be feasible to access official 
information on companies in every Member St ate, preferably in all official languages 
of the EU. However, as shown in this report, there are at present no formal 
mechanisms to ensure the cooperation of the competent authorities and/or business 
registries of the Member States in cases of cross-border operations. This leads to a 
EN 21   EN number of problems with re spect to the use of language s, the identification of 
competent authorities in other countries and the method of transmitting information.  
Facilitating public acc ess to information and promo ting better cooperation between 
business registers are in line with the objectiv es of the provisions of the EC Treaty on 
freedom of establishment and of the company law directives. These provisions contribute to the protection of the intere sts of third parties and increase legal 
certainty. Accordingly, there is a need to consider how to impr ove participation in 
the network as well as in the cooperation be tween the Member States. This issue is 
addressed in the Green Paper on the interc onnection of business re gisters, which is 
adopted by the Commission together with th is progress report. It makes suggestions 
on possible ways forward to improve the exis ting situation and invites stakeholders 
to give their views on the examined options. 
EN 22   EN TABLE OF CONTENTS 
COMMISSION STAFF WORK ING DOCUMENT The interconnec tion of business registers 
– progress report.............................................................................................................. .............  
COMMISSION STAFF WORK ING DOCUMENT The interconnec tion of business registers 
– progress report.............................................................................................................. .............  
1. Introduction................................................................................................................ .. 2 
2. Legal Context............................................................................................................... 2 
2.1. Increased company mobility ........................................................................................ 3 2.2. Directive on disclosure re quirements of companies .................................................... 3 
2.3. Branches Directive....................................................................................................... 4  
2.4. Cross-border mergers Directive ................................................................................... 4 2.5. European Company...................................................................................................... 4 2.6. European Cooperative Society..................................................................................... 4 2.7. European Private Company.......................................................................................... 4 2.8. European Economic Interest Grouping........................................................................ 5 2.9. Transparency Directive ................................................................................................ 5 3. State of play............................................................................................................... ... 6 
3.1. European Business Register......................................................................................... 7 3.1.1. Historical background .................................................................................................. 7  
3.1.2. Current legal status.................................................................................................... ... 8 
3.1.3. Financing............................................................................................................... ....... 9 
3.1.4. Membership in EBR................................................................................................... 10 3.2. The BRITE project..................................................................................................... 11 3.2.1. The objectives of the BRITE project ......................................................................... 11 3.2.2. The elements of the BRITE project ........................................................................... 11 3.2.2.1. Directory of Registers (DOR) .................................................................................... 11 3.2.2.2. Registered Entity Identifier (REID)........................................................................... 12 3.2.2.3. Central Name Index (CNI)......................................................................................... 12 3.2.3. Branch Disclosure Service (BDS).............................................................................. 12 3.2.4. Transfer of seat and cross-border mergers................................................................. 13 
EN 23   EN 3.2.5. Current situation....................................................................................................... .. 14 
3.3. The Internal Market Information System (IMI)......................................................... 15 3.3.1. The objective of IMI .................................................................................................. 15  
3.3.2. How IMI works.......................................................................................................... 1 6 
3.3.3. Current situation....................................................................................................... .. 17 
3.3.3.1. Professional Qualifications Directive ........................................................................ 17 3.3.3.2. Services Directive .................................................................................................... .. 18 
3.4. E-Justice ................................................................................................................. .... 18 
3.4.1. Background .............................................................................................................. .. 18 
3.4.2. E-Justice portal........................................................................................................ ... 19 
3.4.3. E-Justice portal and EBR ........................................................................................... 19 4. Summary .................................................................................................................... 2 0 
ANNEX.......................................................................................................................... .......... 24 
EN 24   EN ANNEX  
Annex I  
 
Source: Becht, Marco, Mayer, Colin and Wagner, Hann es F., Where Do Firms Incorporate? Deregulation and 
the Cost of Entry (August 2007). ECGI - Law Working Paper No. 70/2006; Journal of Corporate Finance, Vol. 
14, No. 3, 2008 Available at SSRN: http://ssrn.com/ abstract=906066 , p. 28. 
EN 25   EN Annex II  
Members of the EBR network 
Austria:  Telekom Austria AG ( http://dataweb.telekom.at  ) 
Belgium:  Coface Services ( http://www.coface.be  ) 
Denmark:  Erhvervs- og Selskabsstyrelsen ( http://www.cvr.dk  ) 
Estonia:  Registrite ja Infosüsteemide Keskus ( http://www.rik.ee  ) 
Finland:  Patentti- ja rekisterihallitus ( http://www.prh.fi  ) 
FYROM:  Central Register of the Republic of Macedonia ( http://www.crm.org.mk  ) 
France:  Institut National de la Propriété Industrielle ( http://www.inpi.fr  ) 
Germany:  Bundesanzeiger ( www.bundesanzeiger.de  )  
Greece/Athens:  Athens Chamber Of Commerce And Industry ( http://www.acci.gr ) 
Guernsey: Guernsey Registry ( https://www.greg.gg  ) 
Ireland:  Companies Registration Office ( http://www.cro.ie  ) 
Jersey:  Jersey Financial Services Commission ( http://www.jerseyfsc.org  ) 
Italy:  InfoCamere S.c.p.A. ( http://www.infocamere.it  ) 
Latvia:  Lursoft IT ( http://www.lursoft.lv ) 
Lithuania: State Enterprise Centre of Registers  (http://www.registrucentras.lt  ) 
Luxembourg:  Registre de Commerce et des Sociétés du Grand-Duché de Luxembourg ( https://www.rcsl.lu  ) 
Netherlands:  Kamer Van Koophandel Nederland ( http://www.kvk.nl  ) 
Norway:  Brønnøysundregistrene ( http://www.brreg.no  ) 
Serbia:  Serbian Business Registers Agency ( www.apr.sr.gov.yu  ) 
Slovenia:  Agency of the Republic of Slovenia for Public Legal Records and Related Services 
(http://www.ajpes.si  ) 
Spain:  Servicio de Certificacion de los Registradores ( http://www.registradores.org  ) 
Sweden:  Bolagsverket ( http://www.bolagsverket.se  ) 
Ukraine:  Information Resource Cent re State Enterprise ( http://www.irc.gov.ua  ) 
United Kingdom:  Companies House ( http://www.companieshouse.gov.uk  ) 
EN 26   EN  
Annex III  
Services provided by EBR members52 
 Providers launching dates  Di stributors launching dates 
Austria  July 2004 January 2005 
Belgium  July 2004 October 2004 
Denmark  July 2004  October 2004 
Estonia  July 2004  December 2004 
Finland  July 2004  September 2004 
France  July 2004  June 2005 
FYROM January 2009 Not yet 
Germany July 2004  May 2007 
Greece  July 2004 February 2005 
Ireland  August 2004  Not possible; awaiting legislative change 
Italy  July 2004  June 2005 
Jersey  July 2007 December 2008 
Latvia  July 2004 October 2004 
Luxembourg  June 2009  Planned Autumn 2009 
Netherlands  February 2008 Not yet 
Norway  July 2004  December 2004 
Serbia  July 2009 Not yet 
Slovenia  April 2009  Planned Q3 2009 
Spain   July 2004 June 2005 
Sweden  July 2004 December 2004 
Ukraine  June 2008  Not yet 
United Kingdom  June 2008  Not possible; would require legal change 
                                                 
52 Lithuania and Guernsey have recently joined but ha ve not been technically in tegrated in the network 
yet. 
EN 27   EN  
Annex IV  
Products provided by the members of EBR53 
 Standard EBR reports  
 Company 
Search  Company 
Profile Person 
Search Personal 
Appointments Company 
Appointments Other Products 
Austria  x x     
 
Belgium  x x x x x  
 
Denmark  x x x x x  
 
Estonia x x x x x Annual accounts, 
Articles of Association 
Finland  x x x x x Extract of Trade 
Register, Annual 
accounts 
France  x x x  x Annual accounts 
FYROM x x     
Germany x x    Annual accounts 
Greece x x x x x  
 
Ireland x x    Annual accounts, 
Annual return, Memo&Articles  
Italy  x x x x x Annual accounts 
Jersey x x     
 
Latvia  x x x x x Balance Sheet, 
Profit & Loss, Annual accounts, Statutes, 
Certificate of 
Registration  
Luxembourg x x   x Annual accounts, 
Articles of Association, 
Incorporation deeds 
Netherlands x x     
 
Norway  x x  x x Annual accounts   
Serbia x x   x  
Slovenia x x   x Annual accounts, 
Extract of Trade 
Register 
Spain  x x   x Annual accounts 
Sweden  x x x x x Annual accounts, 
Articles of Association 
                                                 
53 See footnote 52. 
EN 28   EN Ukraine x x     
United 
Kingdom x x x x x Annual accounts, 
Annual Return, Articles 
of Association, 
Incorporation documents 
 
Company search  is the search by company name (or part of it) or company ID, it returns a list of companies 
meeting the search criteria. It is al so possible to make a cross-country s earch that is launching a search by 
company name amongst several countries at the same time. 
Company profile  is the usual company report with basic inform ation about status, company type, address, paid-
up capital, activity description. 
Person Search  is the search by person name (or part of it) or  ID, it returns a list of legal or physical persons 
declared at the business register. 
Personal Appointments  is a report listing the companies where the officer holds a position. 
Company Appointments  is a list of companies' directors and administrators. Information about shareholders is 
not available.