The Harmonization of the Legal Regulation of Mergers: The Example of the (Dis)Harmony of Czech and Slovak Regulations

摘要

EU directives have the goal of ensuring the same procedures when realizing domestic and cross-border mergers across EU Member States. The harmonization of this legal regulation is important for free movement of capital between countries, increasing competitiveness and efficiency. Unfortunately, it is possible even after the implementation of the directives to find among states divergences in legal, accounting and tax regulations of mergers. The article compares the regulation of mergers between two close states - the Czech and Slovak Republic. These states use as a departure point similar legal, accounting and tax foundations, as their separation took place in 1995. There is currently no language barrier. One could be of the impression that they have ideal conditions for realizing cross-border mergers. Despite this, we find in the Slovak legal regulation a divergent approach in recognizing goodwill and in the possibility to select taxation of income tax differences between accounting and real values of assets transferred to the successor company.