544 / 736
"units of account"
(about £250,000). Judicial
control, as has been mentioned, will be vested in
the Court of Justice of the European Communi
ties. For tax purposes, however, it is proposed
that the S.E. is to be deemed to have its head
quarters at the place from which it is managed
(presumably within the Common Market).
As in the case of most European Company laws,
the S.E. will have (1) a board of management,
(2) a supervisory board, and (3) a general meeting
of shareholders. Independent rules will probably
secure the workers' rights of participation in the
supervisory board (in
line with well-established
German
Mitbestimmung—
company law practice).
So far the S.E. is still in the planning stage.
European Companies, as such, exist only on paper.
It will remain to be seen which, and how many,
companies will avail themselves of the opportu
nities thus offered. (The present writer is of the
opinion that S.E.s will become the routine com
mon form of European Companies of the future.)
The possible entry of Ireland, Britain and others
into the Common Market will bring new prob
lems with them—firstly, as English (and Irish)
law is based on different principles (the "common
law") to the laws of the present member States of
the Common Market (the "civil law"); secondly,
to close on a topical note—relevant to the recent
takeover of Autozero by the (British) Transport
Development Group, and
to
the Roadstone-
Cement merger—because of
the Government's
statement
(The Irish Times, 2
September 1970)
that the Government
"note with satisfaction
that
these two companies (Roadstone and Cement) ...
will remain in Irish ownership and under Irish
control" (italics mine).
But see how carefully-worded that statement
is : we have a Government which clearly antici
pates the difficulties of getting through the long
hall and through the little door like that through
which Alice found herself looking, to the loveliest
garden you ever saw,
the European Common
Market.
This is the light that has been kindled here,
A hope to man through half a hemisphere,
Hope that is brightness in earth's darkest day,
A glorious gift for guests to take away.
—
John Masefield
(after the Congress of The Hague, 1948).
Bibliography
1.
Proposition dc
la Commission au Conseil
re
Societe Anonyme Europeenne.
(24 June 1970).
(COM. (70) 600 Final PTS 1, 2 and 3).
2.
Contribution a I'etude des modes de represen
tation des interets des travailleurs dans le cadre
des societes anonymes europeennes par Ad. le
professeur Gerard Lyon-Caen, professeur a
la
faculte de droit et des sciences economiques de
Paris.
(EEC Etude Serie Concurrence—No. 10,
1970—8278).
3.
Projet d'un statut des societes anonymes euro
peennes par M. le professeur Pieter Sanders,
doyen de
la faculte de droit de Rotterdam.
(EEC Etude Serie Concurrence—No. 6, 1967—
8213).
4. The "Werner Plan" for a total monetary union
—
Agencc International d'information pour la
presse,
No. 566, 10 March 1970.
5. "The Proposal for a European Company" by
Dennis Thompson (P.E.P., December 1969).
DUBLIN CONFERENCE ON LEGISLATION
OF EUROPEAN COMMUNITIES
Parti
The need for more democratic control in the
Common Market was stressed by several speakers
at the International Legal Conference on
the
Expansion of the European Communities, opened
by
the Taoiseach, Mr. Lynch,
in Dublin on
October 2.
Although
the conference, organised by
the
British Institute of International and Comparative
Law, is essentially a legal affair—the delegates
being lawyers from European countries—many of
the topics covered have a strong political content
and are of considerable general
interest and
importance.
Speaking on community legislation, Herr Arved
Deringer, of Germany, a former member of the
European Parliament, said the near absence of a
separation of powers in the Community institu
tions was very dangerous in the long run. The
Council of Ministers met in secret and took deci
sions in secret. Yet they were a legislative body
making laws. The ambiguous character of
the
Council meant it was still a diplomatic conference,
which was not bound by any decision of a national
parliament.
He said the secrecy of the Council's meetings
meant that many people had the impression that
things were being decided in Brussels, when they
knew neither who was deciding, nor why.
Herr Deringer said that two basic principles of
democracy were that those who paid should have
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