Abstract EN:

The study of the reorganization of international groups of companies is part of the problematic of adapting national law to the market directed economy and the evolution of international law under the influence of economic globalization. The expression of freedom of contract mainly determines the different techniques for implementing the reorganization. Integration into the market-directed economy leads to a modification in the approach of the national legislator and the national judge through a confirmation of the legitimacy of the operation of the reorganization in its cross-border dimension. However, the establishment of freedom of contract is accompanied by an autonomous and sovereign assessment made by the judge or by the arbitrator of international commerce in deciding on the legitimate character of the composition of different legal transactions for reorganizing a group of companies. From the viewpoint of private governance of legal relations, private initiative and freedom of contract are privileged in the context of the free-enterprise system. In this regards, a self regulating system of the mechanisms and the effects of reorganization tends to be developed in the sphere of private international law. The different categories of interests affected by the reorganization process such as those of the shareholders, creditors and employees or the financial market and competition controlling authorities demand more coherent management of the allocation of legislative and judicial prerogatives under national law. Furthermore, the cross-border issues of reorganization require coordination among the systems of national law.