Abstract

The article analyses the possibility of employing pro-European interpretation of company law in the event of spillover of European Union law on Member State law. This issue has been discussed on the examples of the following rulings of the Court of Justice: Case C-28/95, Leur-Bloem; Case C3/04, Poseidon Chartering and Case C203/09, Volvo Car Germany GmbH. According to the Court, it is in the Union’s interest that future differences in interpretation should be avoided when adapting domestic legislation to EU law, especially when the spillover effect may play a role. This would ensure that no discrimination against foreign nationals or any distortion of competition takes place. European Union law requirements trigger change or adaptation in national law (e.g. via national tax or contract law), which then bears consequences for national law outside the EU law field due to national (constitutional) law principles of equivalence or non-discrimination. In practice, applying the pro-European interpretation may pose a number of difficulties.

Equally important in this process is application by national courts and public authorities. Therefore, wherever the provisions of national company law come into being as a result of the EU law spilling over, the national courts should employ the pro-European course of interpretation.