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Directive (EU) 2025/25 of the European Parliament and of the Council of 19 December 2024 amending Directives 2009/102/EC and (EU) 2017/1132 as regards further expanding and upgrading the use of digital tools and processes in company law (Text with EEA relevance)

CELEX
32025L0025
Document type
DIR
Sector
Legislation
Date of document
2024-12-19
In force since
2025-01-30
Status
In force

Text

Article-level text, parsed from the formex manifestation.

Article 3

Where a company becomes a single-member company because all its shares come to be held by a single person, that fact, together with the identity of the sole member, shall be recorded in the file or entered in the register as referred to in Article 16(1) and (2) of Directive (EU) 2017/1132 of the European Parliament and of the Council , and made publicly available through the system of interconnection of registers referred to in Article 16(1) of that Directive. Article 18 and Article 19(1) of Directive (EU) 2017/1132 shall apply mutatis mutandis.

Article 2 Amendments to Directive (EU) 2017/1132

‘1 The coordination measures prescribed by this Section shall apply to the laws, regulations and administrative provisions of the Member States relating to the types of companies listed in Annex II and, where specified, mutatis mutandis to the types of companies listed in Annex IIB.’

Article 10 Preventive control

1 Member States shall provide for preventive administrative, judicial or notarial control, or any combination thereof, of the instrument of constitution and statutes of companies listed in Annexes II and IIB at the time of their formation, and of any amendments to those documents. That requirement shall be without prejudice to national laws that, in accordance with Member States’ legal systems, require that those documents be drawn up and certified in due legal form.

2 Member States shall ensure that their laws on the formation of companies listed in Annexes II and IIB lay down a procedure for the legality check of a company’s instrument of constitution, and of its statutes if they are contained in a separate instrument. Member States shall ensure that a legality check is also carried out in the case of any amendment of those documents. Through the legality check referred to in the first subparagraph, it shall be verified at least that: (a) the formal requirements for the instrument of constitution, and for the statutes if they are contained in a separate instrument, are fulfilled and, where templates referred to in Article 13h are used, that they are used correctly; (b) the mandatory minimum content is included; (c) the substantive legal requirements are met; and (d) the contributions, whether by way of payment in cash or contribution in kind, have been provided for, in accordance with national law.

3 Where, for the formation, or at the time of registration, of companies listed in Annex IIB, national law does not require the drawing up of instruments of constitution and statutes, the procedure for the legality check shall include formal and substantive checks in respect of the documents or information required under national law to apply for the entry of such companies in the register.

4 Paragraphs 1, 2 and 3 shall apply to fully online procedures as well as to procedures that are not fully online.’

Article 13 Scope

The coordination measures prescribed by this Section and by Section 1A shall apply to the laws, regulations and administrative provisions of the Member States relating to the types of companies listed in Annex II and, where specified, to the types of companies listed in Annexes I, IIA and IIB.’

Article 13k Other forms of formation of companies and of filing of documents and information

1 The rules laid down in Article 13c, Article 13g(2a), Article 13g(3), points (a), (d), (e) and (f), Article 13g(4), points (b) and (c), Article 13g(5) and (7), and Article 28a(5a) shall apply mutatis mutandis to the forms of formation of the companies listed in Annexes II and IIB that are not fully online. Member States shall ensure that rules are laid down to verify the identity of applicants in the case of such other forms of formation of companies.

2 Article 10(1), (2) and (3) and Article 13g(2), (3), (4) and (5) shall apply mutatis mutandis to any form of filing of documents and information that is not fully online by companies listed in Annexes II and IIB. Article 10(1), (2) and (3) shall apply to the documents referred to in that Article.’

Article 14a Documents and information to be disclosed by partnerships

Member States shall take the measures required to ensure compulsory disclosure by the types of partnerships listed in Annex IIB of at least the following documents and information: (a) the name of the partnership; (b) the legal form of the partnership; (c) the registered office, or equivalent, of the partnership; (d) the registration number of the partnership; (e) the maximum amount of liability or of the contribution of each limited partner, where that information is recorded in the national register; (f) the instrument of constitution, and the statutes if they are contained in a separate instrument, where the filing of those documents with the register is required by national law; (g) any amendments to the instruments referred to in point (f), including any extension of the duration of the partnership where its duration is limited; (h) after every amendment of the instrument of constitution or of the statutes referred to in point (f), the complete text of the instrument or statutes as amended to date; (i) the particulars of the partners, directors or other statutory representatives who are authorised to represent the partnership in dealings with third parties and in legal proceedings, and information as to whether those persons are authorised to represent the partnership alone or are required to act jointly, or, if not applicable, information about the nature and scope of the authorisation of the partners, directors or other representatives to represent the partnership and their particulars; (j) where different from point (i), the particulars of the general partners and, in the case of limited partnerships, particulars of the limited partners, where particulars of the latter are made publicly available in the national register; (k) the accounting documents for each financial year which are required to be published in accordance with Directives 86/635/EEC, 91/674/EEC and 2013/34/EU; (l) the winding-up of the partnership, where that information is recorded in the national register; (m) any declaration of nullity of the partnership by the courts, where that information is recorded in the national register; (n) the particulars of the liquidators and their respective powers, where that information is recorded in the national register, unless such powers are expressly and exclusively derived from law or from the statutes of the partnership; (o) any termination of a liquidation and, in Member States where striking off the register entails legal consequences, the fact of any such striking off, where that information is recorded in the national register.’

Article 15 Up-to-date registers

1 Member States shall have in place procedures to ensure that the documents and information regarding companies listed in Annexes II and IIB stored in the registers referred to in Article 16 are kept up to date.

2 The procedures referred to in paragraph 1 shall provide at least that: (a) any changes to the documents and information regarding companies listed in Annexes II and IIB are to be filed with the register, within a period not exceeding 15 working days from the date those changes were made; this period shall not apply to changes to the accounting documents referred to in Article 14, point (f), and Article 14a point (k); (b) any changes to the documents and information regarding companies listed in Annexes II and IIB are entered in the register and are disclosed, in accordance with Article 16(3), within 10 working days from the date of completion of all formalities required for the filing of those changes, including the receipt of all documents and information, which comply with national law; exceptionally, that deadline may be extended by 5 working days; (c) registers may consult other relevant authorities or registers within the procedural framework laid down in national law in order to verify specific company information.

3 Member States shall have in place procedures to verify, where doubts exist, whether companies listed in Annexes II and IIB fulfil the requirements to continue to be registered. The rules governing those procedures shall include the possibility for a company to correct the relevant information within a reasonable period, ensure that the status of a company, such as when it is closed, struck off the register, wound up, dissolved, undergoing insolvency proceedings, economically active or inactive as defined in national law and where it is recorded in the national register, is updated in the register accordingly and, where justified, include a possibility that companies are struck off from the register in line with national law.’

Article 16b EU Company Certificate

1 Member States shall ensure that the registers issue the EU Company Certificates regarding the companies listed in Annexes II and IIB. The EU Company Certificate shall be accepted in all Member States as sufficient evidence, at the time of its issuance, of the incorporation of the company and of the information listed in paragraphs 2 and 3 of this Article, respectively, which is held by the register in which the company is registered.

2 The EU Company Certificate for the limited liability companies listed in Annex II shall include the following information: (a) the name or names of the company; (b) the legal form of the company; (c) the registration number of the company and the Member State where the company is registered; (d) the EUID of the company; (e) the registered office of the company; (f) the correspondence address of the company, such as its electronic mail or postal address; (g) the date of registration of the company; (h) the amount of the subscribed capital of the company, if applicable; (i) the status of the company, such as when it is closed, struck off the register, wound up, dissolved, undergoing insolvency proceedings, economically active or inactive as defined in national law and where it is recorded in the national register; (j) the first names, surnames and date of birth, or equivalent information when that date is not recorded in the national register, of any persons who either as a body or as members of any such body are authorised by the company to represent it in dealings with third parties and in legal proceedings, and whether those persons may do so alone or are required to act jointly; (k) where the persons referred to in point (j) are legal persons, the name, the legal form, the EUID or, where the EUID is not applicable, the registration number; (l) the object of the company, describing its main activity or activities, which can be expressed using the relevant Statistical Classification of Economic Activities in the European Community (NACE) code, where such code is used for the purposes of the register pursuant to applicable national law, and where the object is recorded in the national register; (m) the duration of the company, where its duration is limited; (n) details of the company’s website where such details are recorded in the national register; (o) the date of issue of the company’s EU Company Certificate.

3 The EU Company Certificate for partnerships listed in Annex IIB shall include the information referred to in paragraph 2 of this Article, with the exception of points (e), (h) (j) and (k). The following information shall also be included: (a) the registered office, or equivalent, of the partnership; (b) the amount of maximum liability or of the contribution of each limited partner, where that information is recorded in the national register; (c) the first names, surnames and date of birth, or equivalent information when that date is not recorded in the national register, of the partners, directors or other statutory representatives, who are authorised to represent the partnership in dealings with third parties and in legal proceedings, or, if not applicable, information about the nature and scope of the authorisation of the partners, directors or other representatives to represent the partnership and their particulars; (d) where the persons referred to in point (c) are legal persons, the name, the legal form, the EUID or, where the EUID is not applicable, the registration number; (e) where different from points (c) and (d), the first names, surnames and date of birth, or equivalent information when that date is not recorded in the national register, of the general partners, and, in the case of limited partnerships, particulars of the limited partners, where particulars of the latter are made publicly available in the national register; (f) where the persons referred to in point (e) are legal persons, the name, the legal form, the EUID or, where the EUID is not applicable, the registration number.

4 Member States shall ensure that the EU Company Certificate can be obtained from the register upon an application submitted to the register by electronic or by paper means. Member States shall ensure that the electronic version of the EU Company Certificate can also be obtained through the system of interconnection of registers.

5 Member States shall ensure that each company listed in Annex II or Annex IIB can obtain its EU Company Certificate in electronic format free of charge unless it causes serious prejudice to the financing of the national registers. In any case, each company shall be able to obtain its EU Company Certificate free of charge at least once per calendar year. Where a price is charged for obtaining the EU Company Certificate, whether by electronic or by paper means, it shall not exceed the administrative costs thereof, including the costs of development and maintenance of registers.

6 Member States shall ensure that the EU Company Certificate provided by the register in electronic form is authenticated by means of trust services as referred to in Regulation (EU) No 910/2014 in order to guarantee that it has been provided by the register and that its content is a true copy of the information held by the register or that it is consistent with the information contained therein. The EU Company Certificate shall also be compatible with the European Digital Identity Wallet, as provided for in Regulation (EU) 2024/1183.

7 Member States shall ensure that the EU Company Certificate provided by the register in paper form includes the date of issuance, as well as the seal or stamp of the register, or equivalent means of authentication, in order to certify that its content is a true copy of the information held by the register or that it is consistent with the information contained therein, and bears a unique protocol or identification number or similar feature that allows the electronic verification of the origin and authenticity of the document.

8 The Commission shall publish the multilingual template for the EU Company Certificate on the European e-Justice portal (“the portal”) in all official languages of the Union.

Article 16c Digital EU power of attorney

1 Member States shall ensure that, in order to carry out procedures within the scope of this Directive in another Member State, in particular the formation of companies, the registration or closure of branches, and cross-border conversions, mergers and divisions, companies listed in Annexes II and IIB can use a template for the digital EU power of attorney in accordance with this Article to authorise a person to represent the company. The digital EU power of attorney shall be drawn up, amended or revoked in accordance with national requirements. Such national requirements for drawing up, amending or revoking the digital EU power of attorney shall at least include the verification by courts, notaries or other competent authorities of the identity, legal capacity and authority to represent the company of the person granting, amending or revoking the power of attorney. Member States shall ensure that the digital EU power of attorney is authenticated by means of trust services as referred to in Regulation (EU) No 910/2014, and that its granting, amendment or revocation is compatible for use with the European Digital Identity Wallet as provided for in Regulation (EU) 2024/1183.

2 The digital EU power of attorney shall be accepted as evidence of the authorised person’s entitlement to represent the company as specified in the document.

3 Member States may require that the digital EU power of attorney, any amendment to it, and any revocation of it, is to be filed with a register. In such a case, the fees charged for obtaining access to the information about the digital EU power of attorney shall not exceed the administrative costs thereof, including the costs of development and maintenance of registers.

4 The Commission shall, by means of implementing acts as referred to Article 24(2), point (e), establish the template for the digital EU power of attorney, which shall include at least data fields about the scope of representation, the person authorised to represent the company and the type of representation. The Commission shall publish that template on the portal in all official languages of the Union.

Article 16d Exemption from legalisation and any similar formality

1 Where copies and extracts of documents and information provided and certified as true copies by a register, including certified translations, are to be presented in another Member State, Member States shall ensure that they are exempted from all forms of legalisation and any similar formality. The first subparagraph shall apply to electronic copies and extracts of documents and information, including certified translations, where they have been authenticated in accordance with Article 16a(4). It shall also apply to copies and extracts of documents and information, including certified translations, in paper form, where they include their date of issuance as well as the seal or stamp of the register, or equivalent means of authentication, and bear a unique protocol or identification number or similar feature that allows the electronic verification of the origin and authenticity of the document.

2 Member States shall ensure that the EU Company Certificate issued in accordance with Article 16b, the digital EU power of attorney referred to in Article 16c and the pre-conversion, pre-merger and pre-division certificates transmitted in accordance with Articles 86n, 127a and 160n are exempted from all forms of legalisation and any similar formality.

3 Where notarial acts, administrative documents, their certified copies and translations issued in a Member State in the context of the procedures within the scope of this Directive are to be presented in another Member State, Member States shall ensure that they are exempted from all forms of legalisation and any similar formality. The first subparagraph shall apply to electronic notarial acts, administrative documents, their certified copies and translations where they have been authenticated by means of trust services as referred to in Regulation (EU) No 910/2014. It also applies to notarial acts, administrative documents, their certified copies and translations in paper form where they bear a unique protocol or identification number or similar feature that allows the electronic verification of the origin and authenticity of the document.

Article 16e Safeguards in cases of reasonable doubt as to origin or authenticity

1 Where the authorities in another Member State to which the copies and extracts of documents and information provided and certified as true copies by a register in accordance with Article 16d(1), or the EU Company Certificate issued in accordance with Article 16b, are presented have a reasonable doubt as to origin or authenticity, including the identity of the seal or stamp, or have reason to consider that a document has been forged or tampered with, they may submit a request for information to the contact point: (a) linked to the register that provided the copies and extracts of documents and information or issued the EU Company Certificate, or (b) linked to the register of the Member State of the authority in which the copies and extracts of documents and information or the EU Company Certificate were presented; that register shall verify through the system of interconnection of registers the authenticity of those copies and extracts of documents and information and of that EU Company Certificate with the register that provided or issued them. Member States shall notify to the Commission the relevant contact points.

2 Requests for information referred to in paragraph 1 shall present the reasons the authority doubts the origin or authenticity of the copies and extracts of documents and information or the EU Company Certificate, in particular in cases where the authority cannot authenticate a copy or extract of documents and information or the EU Company Certificate through electronic verification methods. Every request shall be accompanied by the copy or extract of the document and information or the EU Company Certificate concerned transmitted electronically. Requests which do not comply with the requirements set out in this paragraph shall be rejected without examination and the authority that submitted the request shall be informed of the rejection through the contact point.

3 Contact points shall reply to requests for information made under paragraph 1 within a period not exceeding 5 working days.

4 The requesting authority may decide not to accept the copies and extracts of documents and information or the EU Company Certificate only if their origin or authenticity is not confirmed by the register from which it requested information pursuant to paragraph 2. In such a case, the requesting authority shall notify those who submitted such documents and information or the EU Company Certificate of that decision without undue delay and no later than 10 working days after receiving the reply from the contact point.

Article 16f Safeguards in cases of reasonable doubt as to abuse or fraud

1 Where justified by reasons of public interest in order to prevent abuse or fraud, the authorities in another Member State may exceptionally and on a case-by-case basis, where they have reasonable grounds to suspect abuse or fraud, refuse to accept documents or information about a company from a register in another Member State as evidence of the registration of a company or its continued existence, or as evidence in respect of the specific company information that is the subject of suspicion of abuse or fraud.

2 In the cases referred to in paragraph 1, the authorities shall consult the register which provided the document or information. If the document or information is not accepted in a Member State in accordance with this Article, the authorities shall inform the register which provided such document or information.

3 This Article is without prejudice to the application of Article 16(5) and to the possibility for competent authorities to alert the register from which the document or information originates in cases where they consider that the document or information provided to them might contain inadvertent, clerical or other manifest errors, with a view to seeking its possible rectification before relying on the document or information, including for entries in their own register.

Article 16g Exemption of translation

1 Member States shall endeavour not to require the translation of copies or extracts of documents provided by the register of another Member State including in the situations referred to in Article 13g(2a) and Article 28a(5a), when the specific information needed about a company can be accessed and consulted: (a) in the EU Company Certificate referred to in Article 16b; or (b) through the system of interconnection of registers and is identifiable through the explanatory labels referred to in Article 18.

2 Without prejudice to paragraph 1, Member States shall ensure that, where the instruments of constitution and the statutes, if they are contained in a separate instrument, and other documents provided by a register, are to be presented in another Member State, a certified translation is to be required only when justified by the purpose for which the document is to be used, such as to meet a mandatory public disclosure requirement or to be presented in judicial proceedings, and it is strictly necessary.

3 This Article shall be applied without prejudice to Articles 21 and 32.’

Article 18 Availability of electronic copies of documents and information

1 Electronic copies of the documents and information referred to in Articles 14 and 14a shall also be made publicly available through the system of interconnection of registers. Member States may also make available the documents and information referred to in Articles 14 and 14a for types of companies other than those listed in Annexes II and IIB. Article 16a(3), (4) and (5) shall apply mutatis mutandis to electronic copies of the documents and information made publicly available through the system of interconnection of registers.

2 Member States shall ensure that the documents and information referred to in Articles 14 and 14a, Article 19(2), Article 19a(2) and Article 19b are available through the system of interconnection of registers in a standard message format and accessible by electronic means. Member States shall also ensure that minimum standards for the security of data transmission are respected.

3 The Commission shall provide a search service in all the official languages of the Union in respect of companies registered in Member States, in order to make available through the portal: (a) the documents and information referred to in Articles 14 and 14a, Article 19(2), Article 19a(2) and Article 19b, including for types of companies other than those listed in Annexes II and IIB, where such documents and information are made available by Member States; (aa) the documents and information referred to in Articles 86g, 86n, 86p, 123, 127a, 130, 160g, 160n and 160p; (b) the explanatory labels, available in all the official languages of the Union, listing that information and the types of those documents.

4 Member States shall ensure that, through the system of interconnection of registers, the first names, surnames and date of birth, or equivalent information when that date is not recorded in the national register, of the persons referred to in Article 14, point (d), Article 14a, points (i) and (j), Article 19(2), point (g), Article 19a(2), point (g), Article 30(1), point (e) and Article 36(4), point (f), where such persons are natural persons, are made publicly available. Where the persons referred to in the first subparagraph of this paragraph are legal persons, the name of the company, its legal form, its EUID or, where the EUID is not applicable, its registration number shall be made publicly available through the system of interconnection of registers.

5 Member States shall ensure that, through the system of interconnection of registers, the first names, surnames and the date of birth, or equivalent information when that date is not recorded in the national register, of the persons referred to in Article 3 of Directive 2009/102/EC, where such persons are natural persons, are made publicly available. Where the persons referred to in the first subparagraph of this paragraph are legal persons, the name of the company, its legal form, its EUID or, where the EUID is not applicable, its registration number shall be made publicly available through the system of interconnection of registers.

6 Member States shall ensure that the registers, authorities or persons or bodies mandated under national law to deal with any aspect of the procedures within the scope of this Directive do not store personal data transmitted through the system of interconnection of registers for the purposes of Articles 13g, 28a and 30a, unless otherwise provided for by Union or national law.’

Article 19a Fees chargeable for documents and information as regards partnerships

1 The fees charged for obtaining the documents and information referred to in Article 14a through the system of interconnection of registers shall not exceed the administrative costs thereof, including the costs of development and maintenance of registers.

2 Member States shall ensure that the following documents and information regarding companies listed in Annex IIB are available free of charge through the system of interconnection of registers: (a) the name and legal form of the partnership; (b) the registered office of the partnership and the Member State where it is registered; (c) the registration number of the partnership and its EUID; (d) details of the partnership website where such details are recorded in the national register; (e) the status of the partnership, such as when it is closed, struck off the register, wound up, dissolved, economically active or inactive as defined in national law and where it is recorded in the national register; (f) the object of the partnership, where it is recorded in the national register; (g) the particulars of partners, directors or other statutory representatives who are authorised to represent the partnership in dealings with third parties and in legal proceedings, and information as to whether the persons authorised to represent the partnership may do so alone or are required to act jointly, or, if not applicable, information about the nature and scope of the authorisation of the partners, directors or other representatives to represent the partnership and their particulars; (h) information on any branches opened by the partnership in another Member State, including the name, registration number, EUID and the Member State where the branch is registered.

3 The exchange of any information through the system of interconnection of registers shall be free of charge for the registers.

4 Member States may decide that the information referred to in paragraph 2, points (d) and (f), is to be made available free of charge only for the authorities of other Member States.

Article 19b Information on groups of companies

1 Member States shall ensure that, for the groups for which parent companies listed in Annex II or IIB are required to prepare and publish consolidated financial statements in accordance with Articles 21 to 29 of Directive 2013/34/EU, the following information is available free of charge through the system of interconnection of registers: (a) (i) where the ultimate parent company is governed by the law of a Member State, the name, legal form and EUID of that ultimate parent company that has drawn up the consolidated financial statements, and the Member State where it is registered; or (ii) where the ultimate parent company is governed by the law of a third country, either the name of that ultimate parent company that has drawn up the consolidated financial statements, the third country where it is registered and, where available, the registration number and the name of the register or, alternatively, where the intermediate parent company has drawn up the consolidated financial statements, the name, legal form and EUID of that intermediate parent company and the Member State where it is registered; and (b) (i) for each subsidiary company governed by the law of a Member State, the information required by Article 28(2), point (a)(i) of Directive 2013/34/EU and Article 19(2), points (a) to (c), and Article 19a(2), points (a) to (c) of this Directive; and (ii) for each subsidiary company governed by the law of a third country, the information required by Article 28(2), point (a)(i), of Directive 2013/34/EU; in this regard, the information about the registered office includes the third country where the subsidiary company has its registered office and, where available, also the registration number and the name of the register.

2 Member States may provide that the information referred to in paragraph 1 includes the proportion of the capital held between the ultimate parent company and each of the subsidiary companies.

3 Member States shall ensure that the information referred to in paragraphs 1 and 2 is updated in line with new information included in subsequent financial statements.’

Article 28 Penalties

Member States shall provide for effective, proportionate and dissuasive penalties at least in the case of: (a) a failure to disclose the documents and information as required by Articles 14 and 14a; (b) a failure to file changes within the period laid down in Article 15(2), point (a); (c) an omission from commercial documents or from any company website of the compulsory information provided for in Article 26. Member States shall take all the measures necessary to ensure that the penalties referred to in the first paragraph are enforced.’

Article 40 Penalties

Member States shall provide for effective, proportionate and dissuasive penalties in the event of failure to disclose the matters set out in Articles 29, 30, 31, 36, 37 and 38 and of omission from letters and order forms of the compulsory information provided for in Articles 35 and 39. Member States shall take all the measures necessary to ensure that those penalties are enforced.’

Article 3 Reporting and review

1 The Commission shall, by 31 July 2032, carry out an evaluation of this Directive and present a report on the main findings to the European Parliament, the Council and the European Economic and Social Committee. Member States shall provide the Commission with the information necessary for the preparation of the report, in particular by providing data related to paragraph 2.

2 The report of the Commission shall evaluate, inter alia, the following matters, paying particular attention to the factors that promote or discourage the use of digital tools and processes in the context of such matters: (a) practical experience of the use of the EU Company Certificate, including its take-up in terms of the number of EU Company Certificates issued, its availability free of charge and the impact on companies, registers or authorities; (b) practical experience of the use of the Digital EU power of attorney; (c) practical experience of the reduction of formalities in cross-border situations for companies; (d) the effectiveness of the preventive controls and legality checks introduced and implemented by Member States in ensuring a high level of accuracy and reliability of company information, and the need for further transparency with regard to such information; (e) the need for and feasibility of making more information available free of charge than is required pursuant to Articles 19(2) and 19a(2) of Directive (EU) 2017/1132, and, where applicable, than is provided for pursuant to Articles 19(4) and 19a(4) of that Directive, and the need for and feasibility of ensuring unencumbered access to such information; (f) the implementation of disclosure requirements for partnerships under Article 14a of Directive (EU) 2017/1132, especially with regard to information that is required to be disclosed only when recorded in the national register.

3 The Commission shall also assess: (a) the potential for cross-sector interoperability between the system of interconnection of registers and other systems providing mechanisms for cooperation between competent authorities; (b) whether additional measures are needed to fully address the needs of persons with disabilities when they access company information provided by the registers; (c) whether the scope of application of the provisions on information about groups of companies should be extended to cover other categories or types of groups and other entities, whether more information about groups should be made publicly available, and whether and how group structures should be represented visually through the system of interconnection of registers; (d) whether cooperatives should be included within the scope of this Directive in line with the provisions on partnerships listed in Annex IIB, taking into account the specific characteristics of cooperatives.

4 The Commission shall also assess whether information on the place of central administration and principal place of business should be disclosed in the national register and made available through the system of interconnection of registers, as well as how to define those concepts to ensure they are understood uniformly across the Union.

5 The report shall be accompanied, if appropriate, by a proposal for the further amendment of Directive (EU) 2017/1132.

Article 4 Transposition

1 Member States shall adopt and publish, by 31 July 2027, the laws, regulations and administrative provisions necessary to comply with this Directive. They shall immediately inform the Commission thereof.

2 Member States shall apply the measures referred to in paragraph 1 from 31 July 2028.

3 Notwithstanding paragraphs 1 and 2 of this Article, Member States shall bring into force the laws, regulations and administrative provisions necessary to comply with Article 19(2), point (i), of Directive (EU) 2017/1132 and Article 19b of that Directive by 1 August 2028 and apply those provisions from 1 August 2029.

4 When Member States adopt the measures referred to in paragraph 1, they shall contain a reference to this Directive or shall be accompanied by such a reference on the occasion of their official publication. The methods of making such reference shall be laid down by Member States.

5 Member States shall communicate to the Commission the text of the main provisions of national law which they adopt in the field covered by this Directive.

Article 5 Entry into force

This Directive shall enter into force on the twentieth day following that of its publication in the Official Journal of the European Union.

Article 6 Addressees

This Directive is addressed to the Member States.

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