Company ‘Emigration’ and EC Freedom of Establishment: Daily Mail Revisited

Following the ECJ’s recent case law on EC freedom of establishment (the Centros, Überseering and Inspire Art cases), regulatory competition for corporate law within the European Union takes place at an early stage of the incorporation of new companies. In contrast, as regards the ‘moving out’ of companies from the country of incorporation, the ECJ once considered a tax law restriction against the transfer abroad of a company’s administrative seat as compatible with EC freedom of establishment (the Daily Mail case). For years, this decision has been regarded as applicable to all restrictions imposed by countries of incorporation, even the forced liquidation of the ‘emigrating’ company. This paper addresses the question whether EC freedom of establishment really allows Member States to place any limit on the ‘emigration’ of nationally registered companies. It argues that EC freedom of establishment covers the transfer of the administrative seat as well as the transfer of the registered office and, therefore, that the country of incorporation cannot liquidate ‘emigrating’ companies. In addition, it addresses the question whether a new Directive is needed to allow the transfer of a com- pany’s registered office and the identity-preserving company law changes. It argues that such a Directive is necessary to avoid legal uncertainty and to protect the interests of employees, creditors and minority shareholders, among others, who could be detrimentally affected by the ‘emigration’ of national companies

Reactive oxygen species in phagocytic leukocytes

Phagocytic leukocytes consume oxygen and generate reactive oxygen species in response to appropriate stimuli. The phagocyte NADPH oxidase, a multiprotein complex, existing in the dissociated state in resting cells becomes assembled into the functional oxidase complex upon stimulation and then generates superoxide anions. Biochemical aspects of the NADPH oxidase are briefly discussed in this review; however, the major focus relates to the contributions of various modes of microscopy to our understanding of the NADPH oxidase and the cell biology of phagocytic leukocytes

Guarantee funds for the travel industry: protection of the consumer against the insolvency of his organizer/retailer

One of the problems addressed by the EU Directive on Package Travel (1990) is that of travellers who find themselves stranded in their holiday destination when their tour operator suddenly goes bankrupt. The recent insolvency of Austrian and German tour operators illustrates the relevance of this question. This paper argues that travellers should be protected against the risk of insolvency of tour operators. The paper sets out the reasons for this, the various ways of insolvency protection, and the implementation of the Package Travel Directive. It then sets out what is secured by the guarantee, the obligations of the organizer and retailer, the cross-border implications, the possibility to choose freely the means of security, guarantee funds, insurance and social security, bonds and guarantees, trusts, and EC implications. It is argued that Member States should provide a higher standard of protection than the minimum standard of the Directive. A traveller should be entitled to compensation not only for immaterial damage but also for pure economic loss, such as the higher costs of an equivalent trip. The paper also argues that refund of prepayments should not be limited to the period before the trip has started. The traveller should also be reimbursed for extra costs incurred if he decides to stay at his destination. Finally, a traveller should be entitled to take care of his own repatriation, should he wish to do so. The paper finally argues that Member States should be held liable for late implementation of the Directive

Cerium as amplifying agent--an improved cerium-perhydroxide-DAB-nickel (Ce/Ce-H2O2-DAB-Ni) method for the visualization of cerium phosphate in resin sections

A new visualization (Ce/Ce-H2O2-DAB-Ni) procedure for cerium (Ce III) phosphate in semithin and ultrathin plastic sections (Epon 812, Lowicryl K4M, glycol methacrylate) of rat kidney tissues that had been incubated before embedding for the demonstration of phosphatases (alkaline and acid phosphatase, 5(1)-nucleotidase, Mg-dependent ATPase) is described. For this purpose the hydrophobic Epon resin was removed in NaOH-ethanol solution, whereas the hydrophilic Lowicryl and methacrylate sections did not required any etching. The primary reaction product Ce III-phosphate was amplified in a Ce III-citrate solution, subsequently oxidized with H2O2 and then visualized in a H2O2 containing DAB-nickel medium (Ce IV-perhydroxy induced DAB polymerization principle). The method yielded a very clear localization of enzyme activity. The final reaction product (DAB-nickel polymers) in in 0.5 - 2.0-mu-m semithin sections is blue-black; the background staining is completely prevented. An increase of the staining contrast was obtained by posttreatment with O(s)O4 (osmium black formation). Furthermore, the enzyme reaction product could be demonstrated in 40 nm thick ultrathin sections by silver intensification, which utilized the high argyrophilia of the polymerized DAB-nickel complexes. This procedure replaces the earlier published technique