Directives to some of these occupations. The Directives
provide in such cases that documentary proof of good
repute or of no previous bankruptcy issued by the State
of
o~i~in
shall be accepted by the host member State.
ProvIsIon has been made, however, that where a country
does not have a system of documentary proofs they
~ay
be replaced by a declaration on oath or in certain
cIrcumstances by a solemn declaration. Documentary
proof~
of this kind are not provided for in this country
and It has accordingly been arranged that, for the
purposes in question, affidavits of good repute or of
non-bankruptcy may be made in this country before
notaries public.
Convention on Jurisdiction and the Enforcement of
Judgment in Civil and Commercial Matters
11.8. The working party, comprising representatives
of
a~1
the member States, on adjustments to the Con–
ventIOn to meet the requirements of the new member
~tates
is making good progress and expects to conclude
ts
wor~
by the end of 1974. Aspects of the Convention
~ealt
wIth by the working party so far include clarifica–
tIon of the concept of civil and commercial matters;
the application of the Convention to judgments for the
fayment of maintenance (which would include orders
Or ,the payment of maintenance to deserted wives)
partIcularly judgments which are incidental to proceed–
Ings concerning the status of persons; the relationship
b~
,the Convention to other Conventions; and the possi–
Ilhty of
t~e
Convention taking account of the common
aw doctrIne of
forum conveniens
(under which a Court
may decline jurisdiction where there is another equally
c~",1pe~ent
and more appropriate Court and the ends
?f JustIce would, in the circumstances, be better served
~i<:
the cause
wer~,
tried in
th~t
other
~o~rt),
It also
of c,uss,ed
,t~e
ad,dltIons, to the hst of prohIbIted grounds
h JunsdlctIon In ArtIcle 3 of the Convention which
~
ould be made in respect of the new member States.
study group met at the end of October to examine
P~oblems
arising in relation to maritime law. Its report
~Ill ~e
co.nsidered by the main working party at its next
eetIng In December. The legal profession and the
Com
'
I'
h merCIa Interests concerned have been consulted on
t
e Convention.
Draft Convention on Bankruptcy, Winding-Up, Arrange–
ments, Compositions and Similar Proceedings
, 11.9. A second draft of this convention is being con–
SIdered by the member States. A panel of experts from
~ember
States held a meeting in Brus')els from 18 to
June 1973. !his meeting had a twofold purpose:
(a) t? consIder comments submitted by the original
SIX member States in relation tonthe draft and
(b) to explain the main provisions of the draft to the
new 'member States.
,D~cuments
explaining the laws of bankruptcy and
~~ndIn~_~p
in this country have been furnished to the
i mmlsslon. A further meeting took place in Brussels
f
October 1973 and a meeting has been arranged for
. anuary 1974. It is expected that it will be a number of
years before this convention is in final form.
te 11.10. A meeting of a sub-group to revise the English
Xt
of the draft convention was held in Brussels on 20
a
b
d 21 September 1973. This sub-group made consider–
aIle progress and further meetings will be held to com-
Pete their work.
'
Draft CQnvention on Private IntematiOlull Law
. 11.11. The work of the committee of
~perts
engaged
Inthh
..
"
e armomsIng of the rules of Private International
15
Law, has resolved itself into the formulation of a series
of preliminary draft conventions the first of which deals
with the law applicable to contractual and non-con–
tractual obligations. This draft was considered at a
meeting held in June 1973 of experts from all the mem–
ber States and will be reconsidered at a later stage in
the light of comments made by the member States.
COMPANY LAW
Approximation of member States' Company Law
10.1. The Second, Third, Fourth and Fifth
draft Directives on Company Law have been under
consideration both at home in consultation with the
various interests involved and in Brussels at meetings
at which we were represented.
10.2. The draft
2nd Directive on Comp'any Law
deals
with measures to maintain the integrity of Company
Capital in the interests of shareholders and third parties
and will contain a provision prescribing minimum
capital. It has not yet been decided whether private
companies will come within the ambit of the directive.
10.3. The draft
3rd Directive on Company Law
is
concerned with mergers by fusion as distinct from take–
overs and it is intended to make certain information
available about proposed mergers of this kind to
shareholders and employees.
10.4, The draft
4th Directive on Company Law is
concerned with the formal content of the published
accohnts of limited companies and it applies to both
poblic and private companies bnt it is likely that private
companies below a certain size will be exempted from
the disclosure requirement.
10.5. The draft
5th Directive on Company Law
deals
with the management structure of companies. It pro–
poses a three-tier structure comprising a Supervisory
Board, a management board and the General Meeting
of r.hareholders
a~
wen as worker representation in com–
pan;es with more than 500 employees,
10,6. The 5th draft directive offers the following
models as methods of providing this worker representa–
tion:
(a) the members of the Supervisory Board are
nominated by the General Meeting of share–
holders and by the workers. At least one-third
of the members must be nominated by the
workers. The powers of nomination may be given
either directly to the workers or to their
rep~esen
tative.
(b) members of the Supervisory Board may be co–
opted. Participation by shareholders and by
workers is assured by the fact that the General
Meeting of the workers may oppose the
nomination of any candidate proposed. A candi–
date may be opposed on the grounds that he is
unable to fulfil the tasks assigned to him or that
his nomination would damage the balance of
interests represented on the Board as between the
company, the shareholders and the workers. The
validity of such opposition by the shareholders
or by the workers may be referred to an inde–
pendent body established under legislation.
Creation of a European Company Statute
10.7. European Company:
A draft Statute of a
European Company was submitted by the Commission
to the Council in 1970. It provides for the creation of a
company under a law common to the member States
of the Community. Worker participation is also en–
visaged in the Statute. It is not intended that the