The Gazette 1967/71

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 88

"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).