Die Ankündigung einer europäischen Rechtsform („EU Inc.“) ist nicht nur ein Meilenstein im Gesellschaftsrecht, sondern auch ein starkes Signal für das Finanzdienstleistungs- und FinTech-Ökosystem. Ein einheitlicherer und reibungsloserer gesellschaftsrechtlicher Rahmen könnte maßgeblich beeinflussen, wie FinTechs, Finanzinstitute und Investoren künftig über grenzüberschreitende Strukturen, Skalierung und Markteintritte innerhalb der EU denken. Für alle, die regulatorische Entwicklungen im Finanzdienstleistungsbereich verfolgen, ist diese Initiative daher besonders aufmerksam zu beobachten. Zum vollständigen Artikel auf Englisch:
What happened:
On January 20, 2026, the EU Commission President Ursula von der Leyen used the stage of the World Economic Forum to make corporate legal history. In the context of making Europe more resilient and competitive, and addressing topics such as AI, startups, scaleups, SMEs, innovation, and industry, she announced a new initiative to create a truly European company structure called EU Inc., which would have a single and simple set of rules that would apply seamlessly all over the EU. It would enable businesses to operate across Member States more easily. EU entrepreneurs would be able to register a company in any Member State within 48 hours – fully online. They would enjoy the same capital regime all across the EU. Ultimately, she stated, the EU needs a system where companies can do business and raise capital seamlessly across Europe.
Why it matters:
While the EU Treaties have provided freedom of establishment since the very beginning, it took until 2002 for the European Court of Justice to rule that companies must be allowed to change their seat from one Member State to another. What followed were more than 25 years of case law and legislative activity on cross-border mergers and other moves, including the establishment of the European Company – Societas Europaea (SE). However, corporate law still remains in essence national, and a corporate structure that works in one Member State needs a great deal of customization to work in another Member State, with language barriers and court procedures adding to the complexity. In particular, the VC industry has responded to this by creating a body of contractual arrangements designed to enable entrepreneurs and investors to apply customary structures across the board. Navigating mandatory statutory rules remains a challenge and a significant risk, time, and cost factor. A uniform set of corporate law applicable across Europe would be a game changer.
Who needs to know:
Corporate law is a slow-moving topic. If the EU follows through on the commitment to provide for EU Inc., this would be nothing short of revolutionary. The slow development of the free movement of companies was due to the many concerns and complexities of the stakeholders involved, including creditor protection, employee representation, exit taxation, and many more.
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