Database on German and European Economic Law

 Directive 2006/46/EC

I. Description

The objective is to further enhance confidence in the financial statements and annual reports published by European companies. In this respect, shareholders and other stakeholders need reliable, complete and easily accessible information. This concern is shared by the European Parliament and the Council. It should be addressed by amending the Accounting Directives to:

• Establish collective responsibility of board members: Confidence in the financial statements is linked to who has responsibility for drawing up and publishing them. In line with what is currently prevailing in Member States the responsibility should rest collectively with all board members.

• Enhance transparency about related parties’ transactions: Companies’ transaction with their managers, the latter’s family members or other so-called related parties are often not carried out under normal commercial conditions. While satisfactory transparency is required for all listed European companies, under International Accounting Standards (IAS) more transparency is necessary for unlisted companies.

• Enhance transparency about off-balance arrangements: The disclosure requirements in the Accounting Directives for off-balance sheet commitments are not precise enough. Special Purpose Entities (SPE) is a prominent example: They are captured in the balance sheet if they qualify as a subsidiary but in many cases SPE’s may be organised in a different way. Instead of developing complex definitions of an SPE (bearing the immediate risk of circumvention), disclosure should instead be improved by imposing a specific requirement in the notes to the accounts for material off-balance sheet arrangements, including SPE’s.

• Introduce a corporate governance statement: Investors on European capital markets have a major interest in listed EU-companies’ corporate governance practices. Accordingly, each listed company should – in a specific section of its annual report - disclose information about its practices in a “corporate governance statement”.

II. General Information

Title

Directive 2006/46/EC of the European Parliament and of the Council of 14 June 2006 amending Council Directives 78/660/EEC on the annual accounts of certain types of companies, 83/349/EEC on consolidated accounts, 86/635/EEC on the annual accounts and consolidated accounts of banks and other financial institutions and 91/674/EEC on the annual accounts and consolidated accounts of insurance undertakings

Status
Existing
Directive
2006/46/EC
Source
O.J. EC No L (Legislation), Edition 224, Year 2006, p.1 - 7
Adoption
06/14/2006
Promulgation
08/16/2006
Character
Regular Act
Legal Basis
Art. 44 EC
Legislative Procedure
Codecision procedure

III. Versions and Legislative History

1. Versions

Titel
Allg. Daten
Textfassung

Original Text :
Directive 2006/46/EC of the European Parliament and of the Council of 14 June 2006 amending Council Directives 78/660/EEC on the annual accounts of certain types of companies, 83/349/EEC on consolidated accounts, 86/635/EEC on the annual accounts and consolidated accounts of banks and other financial institutions and 91/674/EEC on the annual accounts and consolidated accounts of insurance undertakings

  2006/46/EC

Beschluss:
06/14/2006 (A)
Verkuendung:
08/16/2006 (P)
(A) Adoption | (P) Promulgation

2. Legislative History

Datum
Typ / Titel
Textfassungen
12/15/2005
Report of the European Parliament - 1st reading
12/01/2005
Report of the committee on legal affairs
A6-0384/2005
11/25/2005
Opinion of the European Economic and Social Committee
ABL. C. 294/4
10/27/2004
Proposal
COM (2004) 725 final

3. Legal Impact

Auswirkungstyp
Richtlinie
Textfassungen
Amendment
  Directive 86/635/EEC
Amendment
  Directive 83/349/EEC
Amendment
  Directive 78/660/EEC
Amendment
  Directive 91/674/EEC

IV. Umsetzung in den Mitgliedstaaten

1. Implementation in Germany

05/25/2009 (A)

05/28/2009 (P)

(A) Adoption | (P) Promulgation

Legend

Legislative Act Status

Documents

This page is available in other languages.

Admin Navigation

Diese Seite durchsuchen

Overview

I. Description
II. General Information
III. Versions and Legislative History
1. Versions
2. Legislative History
3. Legal Impact
IV. Umsetzung in den Mitgliedstaaten
1. Implementation in Germany