This Q&A considers the potential impact of the UK’s departure from the European Union on the use of cross-border mergers.

The Cross-Border Merger Regulations 2007, as amended (SI 2007/2974) (UK Regulations) implemented the Directive 2005/56/EC on cross-border mergers of limited liability companies (Cross-border Mergers Directive) in the UK (as repealed and codified with effect from 20 July 2017 by Directive (EU) 2017/1132). The UK Regulations establish a framework for cross-border mergers to occur between companies in the UK and companies from other EEA states.

This Q&A attempts to provide a picture of how Belgium might allow cross-border mergers with UK companies after Brexit without effecting the statutory merger process under the Cross-border Mergers Directive.

Please note that the UK has since left the EU on 31 January 2020. During the transition period, most EU law will continue to apply to the UK (see Brexit essentials: Q&As on agreements, timeframes and no deal: What happens during the transition period?). The transition period will end on 31 December 2020 unless extended. For more information, see Practice notes, European Union (Withdrawal Agreement) Act 2020: Transition period and Brexit: transitional arrangements.