Changes from plenary report to adopted text

RemovedArticle 8 – paragraph 1 – subparagraph 1 – introductory part: Member States shall ensure that legal acts by which the debtor has intentionally caused a detriment to the general body of creditors are void, voidable or unenforceable where both of the following conditions are met:

RemovedArticle 8 – paragraph 1 – subparagraph 1 – point a: (a) those acts were perfected either within a time period of three years prior to the submission of the request for the opening of insolvency proceedings or, in the absence of a formal request, prior to the date on which a resolution to commence insolvency proceedings had been made;

RemovedArticle 8 – paragraph 1 – subparagraph 1 – point b: (b) the other party to the legal act knew of the debtor’s intent to cause a detriment to the general body of creditors.

RemovedArticle 8 – paragraph 1 – subparagraph 2: The knowledge referred to in the first subparagraph, point (b), shall be presumed if the other party to the legal act was a party closely related to the debtor. That presumption shall be rebuttable.

RemovedArticle 8 – paragraph 2: 2. Where several persons have submitted a request for the opening of insolvency proceedings against the same debtor, the point in time when the first admissible request is submitted shall be considered the beginning of the three-year period referred to in paragraph 1, first subparagraph, point (a).

RemovedArticle 9 – paragraph 1: 1. Member State shall ensure that the claims, rights or obligations resulting from legal acts that are void, voidable or unenforceable pursuant to Chapter 2 of this Title may not be invoked to obtain satisfaction from the insolvency estate concerned.

RemovedArticle 9 – paragraph 2 – subparagraph 1: Member States shall ensure that the party which benefitted from the void, voidable or unenforceable legal act is obliged to compensate in full the insolvency estate concerned for the detriment caused to creditors by that legal act.

RemovedArticle 9 – paragraph 2 – subparagraph 2: The fact that the enrichment resulting from the void, voidable or unenforceable legal act is not available anymore in the property of the party which benefited from that legal act (‘lapse of enrichment’) can only be invoked if that party was not aware of the circumstances on which the avoidance action is based.

RemovedArticle 9 – paragraph 3: 3. Member States shall ensure that the limitation period for all claims resulting from the void, voidable or unenforceable legal act against the other party is three years from the date of the opening of insolvency proceedings.

RemovedArticle 10 – title: Consequences for the party which benefitted from the void, voidable or unenforceable legal act

RemovedArticle 10 – paragraph 1: 1. Member States shall ensure that if and to the extent that the party which benefitted from the void, voidable or unenforceable legal act compensates the insolvency estate for the detriment caused by that legal act, any claim of that party which was satisfied with that legal act revives.

RemovedArticle 10 – paragraph 2 – subparagraph 1: Member States shall ensure that any counter-performance of the party which benefitted from the void, voidable or unenforceable legal act performed after or in an instant exchange for the performance of the debtor under that legal act shall be refunded from the insolvency estate to the extent that the counter-performance is still available in the estate in a form that can be distinguished from the rest of the insolvency estate or the insolvency estate is still enriched by its value.

RemovedArticle 10 – paragraph 2 – subparagraph 2: In all cases not covered by the first subparagraph, the party which benefitted from the void, voidable or unenforceable legal act may file claims for the compensation of the counter-performance. For the purposes of the ranking of claims in insolvency proceedings, this claim shall be deemed to have arisen before the opening of insolvency proceedings.

RemovedArticle 11 – paragraph 1: 1. Member States shall ensure that Articles 9 and 10 are applicable to an heir or another universal successor of the party which benefitted from the void, voidable or unenforceable legal act.

RemovedArticle 11 – paragraph 2 – subparagraph 1 – introductory part: Member States shall ensure that Article 9 is applicable to any individual successor of the other party to the void, voidable or unenforceable legal act if one of the following conditions is fulfilled:

RemovedArticle 11 – paragraph 2 – subparagraph 1 – point b: (b) the successor knew the circumstances on which the avoidance action is based.

RemovedArticle 11 – paragraph 2 – subparagraph 2: The knowledge referred to in the first subparagraph, point (b), shall be presumed if the individual successor is a party closely related to the party which benefitted from the void, voidable or unenforceable legal act. That presumption shall be rebuttable.

RemovedTitle III – Chapter I – title: Access to bank account information by designated courts and administrative authorities

RemovedArticle 13 – title: Designated courts and administrative authorities

RemovedArticle 13 – paragraph 1: 1. Each Member State shall designate, the courts or administrative authorities that are empowered to access and search bank account registers

RemovedArticle 13 – paragraph 2: 2. Each Member State shall notify the Commission of its designated courts or administrative authorities by ... [3 months from transposition date], and shall immediately notify the Commission of any amendment thereto. The Commission shall publish the notifications in the Official Journal of the European Union and on the European e-Justice Portal.

RemovedArticle 14 – title: Access to and searches of bank account information by designated courts and administrative authorities

RemovedArticle 14 – paragraph 1: 1. Member States shall ensure that, upon request of the insolvency practitioner appointed in ongoing insolvency proceedings, including interim proceedings, the designated courts or administrative authorities have the power to access and search, directly and immediately, bank account information, where necessary for the purposes of identifying and tracing assets belonging to the insolvency estate of the debtor in that proceedings, including those subject to avoidance actions.

RemovedArticle 14 – paragraph 2: 2. Member States shall ensure that, upon request of the insolvency practitioner appointed in ongoing insolvency proceedings, including interim proceedings, the designated courts or administrative authorities have the power to access and search, directly and immediately, bank account information in other Member States available through the bank account registers interconnection system (BARIS) referred to in Article 16(6) of Directive (EU) 2024/1640, where necessary for the purposes of identifying and tracing assets belonging to the insolvency estate of the debtor in that those proceedings, including those assets subject to avoidance actions.

RemovedArticle 14 – paragraph 3: 3. The additional information that Member States consider essential and include in the bank account registers pursuant to Article 16(5) of Directive (EU) 2024/1640 shall not be accessible or searchable by designated courts or administrative authorities.

RemovedArticle 14 – paragraph 3 a (new): 3a. Member States shall ensure that the designated courts or administrative authorities or other competent courts or authorities verify whether the conditions referred to in paragraphs 1 and 2 are met. If those conditions are met, Member States shall ensure that the designated courts or administrative authorities transmit the relevant bank account information obtained by accessing and searching bank account information pursuant to paragraphs 1 and 2 to the insolvency practitioner who requested it.

RemovedArticle 14 – paragraph 3 b (new): 3b. Access and searches pursuant to paragraphs 1 and 2 shall be without prejudice to national procedural safeguards and Union and national rules on the protection of personal data. Member States shall ensure that bank account information obtained pursuant to paragraphs 1 and 2 is processed only for the purposes for which it was obtained, including where it is processed by insolvency practitioners.

RemovedArticle 14 – paragraph 3 c (new): 3c. Member States shall ensure that insolvency practitioners, when processing bank account information obtained pursuant to paragraphs 1 and 2, have in place relevant internal procedures for the appropriate management of confidential information.

RemovedArticle 14 – paragraph 4: 4. For the purpose of paragraphs 1 and 2, access to and searches of bank account information shall be considered to be direct and immediate, inter alia, where the national authorities operating the bank account registers transmit the bank account information expeditiously by an automated mechanism to the designated courts or administrative authorities, provided that no intermediary institution is able to interfere with the requested data or the information to be provided.

RemovedArticle 15 – title: Conditions for access to and for searches of bank account information by designated courts and administrative authorities

RemovedArticle 15 – paragraph 1: 1. Access to and searches of bank account information in accordance with Article 14 shall be performed only on a case-by-case basis by the staff of each designated court or administrative authority that have been specifically appointed and authorised to perform those tasks.

RemovedArticle 15 – paragraph 2 – point a: (a) the staff referred to in paragraph 1 maintain high professional standards of confidentiality and data protection, and that they are of high integrity and are appropriately skilled;

RemovedArticle 15 – paragraph 2 – point b: (b) technical and organisational measures are in place to ensure the security of the data to high technological standards for the purposes of the exercise by designated courts and administrative authorities of the power to access and search bank account information in accordance with Article 14.

RemovedArticle 16 – title: Monitoring access to and searches of bank account information by designated courts and administrative authorities

RemovedArticle 16 – paragraph 1 – point e: (e) the name of the designated court or administrative authority accessing or searching the bank account register;

RemovedArticle 16 – paragraph 1 – point f: (f) the unique user identifier of the staff member of the designated court or administrative authority who made the query and, where applicable, of the judge or the official who ordered the query or search and of the requesting insolvency practitioner.

RemovedArticle 16 – paragraph 2: 2. The authorities operating the bank account registers shall check the logs referred to in paragraph 1 regularly.

RemovedArticle 17 – paragraph 1: 1. Member States shall ensure that insolvency practitioners, when identifying and tracing assets relevant for the insolvency proceedings for which they are appointed, have timely access to the information on the beneficial owners of legal entities and of legal arrangements held in central beneficial ownership registers, and that such access is provided without alerting the entity, the legal arrangement or the beneficial owner concerned.

RemovedArticle 17 – paragraph 2 – point a: (a) the name, the month, the year of birth, the country of residence and the nationality or nationalities of the beneficial owner;

RemovedArticle 17 – paragraph 2 – point a a (new): (aa) for beneficial owners of legal entities, the nature and extent of the beneficial interest held;

RemovedArticle 17 – paragraph 2 – point a b (new): (ab) for beneficial owners of express trusts or similar legal arrangements, the nature of their beneficial ownership.

RemovedArticle 17 – paragraph 2 – point b: deleted

RemovedTitle III – Chapter 3 – title: Access by insolvency practitioners to national registers and databases

RemovedArticle 18 – title: Access by insolvency practitioners to national registers and databases

RemovedArticle 18 – paragraph 1: 1. Member States shall ensure that insolvency practitioners, when identifying and tracing assets relevant for the insolvency proceedings for which they are appointed, regardless of the Member State where they have been appointed, have direct and expeditious access to the national registers and databases listed in the Annex located in their territory, where available.

RemovedArticle 18 – paragraph 2 a (new): 2a. Member States shall communicate the lists of the national registers and databases referred to in the Annex to the Commission by…[ 3 months from the date of entry into force of this Directive]. Member States shall immediately notify the Commission of any changes thereto. The Commission shall publish those lists on the European e-Justice portal.

RemovedTitle III – Chapter 3 a (new): Chapter 3a / Access to courts by insolvency practitioners of another Member State / Article 18a / Access to courts by insolvency practitioners of another Member State / With respect to the right to initiate proceedings or appear before courts in order to claim assets on behalf of the insolvency estate, each Member State shall ensure that insolvency practitioners appointed in another Member State are not subject to conditions that are less favourable than those applicable to the insolvency practitioners appointed in that Member State.

RemovedArticle 19 – paragraph 1 – introductory part: 1. Member States shall introduce pre-pack proceedings for situations in which the debtor is likely to become insolvent in accordance with national law. Member States shall ensure that pre-pack proceedings are composed of the following two consecutive phases:

RemovedArticle 19 – paragraph 2: 2. Pre-pack proceedings shall comply with the conditions set out in this Title. As regards all other matters, including the ranking of claims and the rules on distribution of proceeds, Member States shall apply national provisions on winding-up proceedings, provided that they are compatible with Union law.

RemovedArticle 19 a (new): Article 19a / Rights of workers / The pre-pack proceedings are without prejudice to Union and national law on the rights of workers in insolvency proceedings, including the involvement of workers’ representatives and appropriate measures to inform and consult workers’ representatives. / While applying this Title, Member States shall ensure that the impact on workers is taken into account as much as possible, with a view to preserving employment.

RemovedArticle 20 – paragraph 2: 2. For the purposes of Article 5(1) of Council Directive 2001/23/EC40, the liquidation phase shall be considered to be bankruptcy or insolvency proceedings instituted with a view to the liquidation of the assets of the transferor under the supervision of a competent public authority, provided that the liquidation of the debtor’s business as a going concern satisfies to the greatest extent possible the claims of the creditors.

RemovedArticle 22 – paragraph 1 – subparagraph 1: Member States shall provide that, upon request of the debtor, the court appoints a monitor. The monitor shall be independent of the debtor, the debtor’s shareholders, the creditors and any other party having a legal or economic interest in the debtor or the debtor’s business.

RemovedArticle 22 – paragraph 2 – subparagraph 1 – point a a (new): (aa) where appropriate, has recourse to an independent valuation in order to comply with requirements related to obtaining market value;

RemovedArticle 22 – paragraph 2 – subparagraph 1 – point b: (b) formally declares and demonstrates that the sale process is competitive, transparent, fair and meets market standards;

RemovedArticle 22 – paragraph 2 – subparagraph 1 – point d: (d) formally declares and demonstrates that the best bid does not constitute a manifest breach of the best-interest-of-creditors test.

RemovedArticle 22 – paragraph 2 – subparagraph 2: Actions by the monitor listed in the first subparagraph shall be done in writing and shall be made available in digital format and in a timely manner only to the parties involved in the preparation phase. Beyond that, the monitor shall maintain the confidentiality of all information obtained in connection with the preparation phase.

RemovedArticle 23 – paragraph -1 (new): Member States shall ensure that, in the course of the preparation phase, the debtor remains in control of its assets and the day-to-day operation of the business.

RemovedArticle 23 – paragraph 1: Member States shall ensure that during the preparation phase, where the debtor is likely to become insolvent or is insolvent in accordance with national law, the debtor can benefit from a stay of individual enforcement actions in accordance with Articles 6 and 7 of Directive (EU) 2019/1023, where it is essential for the successful roll-out of the pre-pack proceedings. The monitor and the corresponding creditor shall be heard by the court prior to the decision on the stay of individual enforcement actions.

RemovedArticle 24 – paragraph 2: 2. Without prejudice to Article 32(2), where the sale process only produces one binding offer, that offer shall be deemed to reflect the business market price, unless it can be demonstrated otherwise.

RemovedArticle 24 – paragraph 3: 3. Member States may depart from paragraph 1 only where the court runs a public auction in the liquidation phase in accordance with Article 26(2). In this case, Article 22(2), point (b) shall not apply.