European Union: Corporate/Commercial Law

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Article
Contractual Waiver Of Modification Rights In Share Transactions And Directors’ Liability
A Dutch court has ruled that parties who contractually waive their right to annul a share purchase agreement also forfeit the ability to seek judicial price adjustment under Article 6:230(2) of the Dutch Civil Code. This decision clarifies the scope of waiver clauses in M&A transactions and highlights critical drafting considerations for acquisition agreements, set-off rights across different dispute forums, and the high threshold for piercing the corporate veil in shareholder disputes.
Netherlands Commercial
GGI Global Alliance
Article
Updates To The Companies Act (Register Of Beneficial Owners) Regulations
Malta has introduced significant amendments to its beneficial ownership regime through the Companies Act (Register of Beneficial Owners) (Amendment) Regulations, 2026, establishing a three-tier access system and new reporting requirements. Companies must now assess whether they fall within the scope of the updated regime and comply with the new Form BO4 filing obligations by January 2027, or face substantial penalties.
Malta Commercial
CP
Camilleri Preziosi Advocates
Article
Incorporating A Luxembourg SARL Before Opening Its Bank Account: The Fast-track Process
Luxembourg has introduced a significant reform allowing founders to defer the EUR 12,000 minimum share capital payment for private limited liability companies (SARL) for up to 12 months after incorporation. This change eliminates the need for upfront bank account opening and capital contribution, enabling faster company formation and immediate business operations while maintaining shareholder liability for unpaid capital.
Luxembourg Commercial
GA
Ganado Advocates
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Article
Incorporating A Luxembourg SARL Before Opening Its Bank Account: The Fast-track Process
Luxembourg has introduced a significant reform allowing founders to defer the EUR 12,000 minimum share capital payment for private limited liability companies (SARL) for up to 12 months after incorporation. This change eliminates the need for upfront bank account opening and capital contribution, enabling faster company formation and immediate business operations while maintaining shareholder liability for unpaid capital.
Luxembourg Commercial
GA
Ganado Advocates
Article
The Protective Shield Proceeding – Requirements And Procedure
Companies facing financial distress must carefully evaluate their restructuring options, with protective shield proceedings offering a unique opportunity to prepare an insolvency plan while maintaining existing management. This specialized form of preliminary self-administration requires precise timing and thorough preparation, as it is only available when a company faces imminent illiquidity or over-indebtedness but has not yet become actually illiquid.
Germany Insolvency
MB
Mayer Brown
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Article
Looking Back To Navigate Forward: What The EU Supervisors’ 2025 Annual Reports Reveal For 2026
EU financial supervisory authorities have published their 2025 annual reports, revealing a fundamental shift from framework development to operational enforcement and implementation monitoring. The reports demonstrate how the European Banking Authority, ESMA, EIOPA, ECB-SSM, and Single Resolution Board are moving toward data-driven supervision, systematic DORA monitoring, and enhanced cross-sectoral coordination. What does this transition from rule construction to demonstrable, peer-comparable outcomes mean
Germany Finance
PL
PwC Legal Germany
Article
Publication Of EU Delegated Regulations Supplementing The Market Abuse Regulation
Two key Level 2 measures implementing the Listing Act reforms to the EU Market Abuse Regulation were published in the Official Journal of the European Union on 16 July 2026. These delegated regulations address critical aspects of inside information disclosure, closed period trading permissions, and indicators of market manipulation, with practical implications for issuers and market participants across EU capital markets.
Malta Finance
GA
Ganado Advocates
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Article
Innovation : l’INPI dévoile la première étude sur les start-ups françaises de la greentech
L'Institut national de la propriété industrielle révèle comment les start-up françaises du secteur greentech utilisent les brevets comme levier stratégique. L'étude analyse 2 837 entreprises labellisées entre 2014 et 2024, examinant les corrélations entre protection intellectuelle, capacité de financement et développement international. Les données montrent des écarts significatifs de performance entre les entreprises déposantes et non-d&
France IP
DA
Delsol Avocats
Article
Recent Corporate Law Developments In Malta: A Venture Capital Perspective
Malta has introduced innovative corporate structures including youth enterprises and sports private limited liability companies, while the proposed EU Inc regime aims to harmonise venture capital-friendly frameworks across the European Union. These developments, alongside Malta's expanding startup ecosystem and regulatory reforms, signal a strategic shift towards attracting founders and cross-border investment through flexible corporate law solutions.
Malta Commercial
GA
Ganado Advocates
Article
Ireland Consults On Reform Of Limited Partnership Framework
The Department of Enterprise, Tourism and Employment has launched a public consultation on targeted reforms to Ireland's limited partnership regime, seeking views on measures to modernise a legislative framework still largely governed by the Limited Partnerships Act 1907. The proposals aim to increase the maximum number of partners from 20 to 149, introduce a statutory whitelist of permitted activities for limited partners, and provide greater flexibility regarding capital contributions.
Ireland Finance
AC
Arthur Cox
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