Cybersecurity and Online Formation of Companies in the Netherlands, Belgium, and Germany

IF 1.3 Q1 LAW

European Company and Financial Law Review Pub Date : 2024-05-16 DOI:10.1515/ecfr-2024-0003

Tom Salemink, Pieter Wolters, Hans De Wulf

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Abstract

67Within the European Member States, it should now be possible to establish a limited liability company fully online. This study compares how the Directive which mandates online formation, has been implemented in the Netherlands, Belgium, and Germany. In particular, it examines whether and, if so, how these countries approach the various cybersecurity risks involved in online formation. The Directive considers these cybersecurity risks, however, the focus is mainly on the requirements regarding the availability of online formation and to a lesser extent the requirements pertaining to the authentication of the founders, as well as the authenticity and integrity of electronic documents. The primary emphasis of the Directive is strongly placed on achieving the objective of facilitating easier, quicker, and more time- and cost-effective company formation. The approach taken by the Netherlands, Belgium, and Germany in implementing the Directive and enabling online formation demonstrates a notable level of similarity. All have made sure to safeguard the traditional role of notaries in company formation in these countries. Despite the Directive’s emphasis on availability, the primary concern for these Member States lies in ensuring the security of online formation. All impose strict requirements regarding cybersecurity and opted for the highest standards regarding authentication (assurance level ‘high’) and authenticity (qualified electronic signatures).

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荷兰、比利时和德国的网络安全与公司在线组建

67在欧洲成员国中，现在应该可以完全通过网络成立有限责任公司。本研究比较了荷兰、比利时和德国如何实施授权网上成立的指令。特别是，本研究探讨了这些国家是否以及如何应对网上成立公司所涉及的各种网络安全风险。指令》考虑了这些网络安全风险，但重点主要放在有关网上组建的可用性要求上，其次是有关创始人身份验证以及电子文件真实性和完整性的要求。该指令的主要重点是实现促进更方便、更快捷、更省时和更具成本效益的公司组建的目标。荷兰、比利时和德国在执行《指令》和实现在线组建公司方面所采取的方法具有明显的相似性。所有这些国家都确保维护公证人在公司组建中的传统作用。尽管《指令》强调了可用性，但这些成员国的首要关注点在于确保在线组建的安全性。所有成员国都对网络安全提出了严格要求，并选择了最高标准的认证（保证级别 "高"）和真实性（合格的电子签名）。

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来源期刊

European Company and Financial Law Review LAW-

CiteScore

1.00

自引率

16.70%

发文量

期刊介绍： In legislation and in case law, European law has become a steadily more dominant factor in determining national European company laws. The “European Company”, the forthcoming “European Private Company” as well as the Regulation on the Application of International Financial Reporting Standards (“IFRS Regulation”) have accelerated this development even more. The discussion, however, is still mired in individual nations. This is true for the academic field and – even still – for many practitioners. The journal intends to overcome this handicap by sparking a debate across Europe on drafting and application of European company law. It integrates the European company law component previously published as part of the Zeitschrift für Unternehmens- und Gesellschaftsrecht (ZGR), on of the leading German law reviews specialized in the field of company and capital market law. It aims at universities, law makers on both the European and national levels, courts, lawyers, banks and other financial service institutions, in house counsels, accountants and notaries who draft or work with European company law. The journal focuses on all areas of European company law and the financing of companies and business entities. This includes the law of capital markets as well as the law of accounting and auditing and company law related issues of insolvency law. Finally it serves as a platform for the discussion of theoretical questions such as the economic analysis of company law. It consists of articles and case notes on both decisions of the European courts as well as of national courts insofar as they have implications on European company law.

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