{"version":"1.0","provider_name":"IR Share","provider_url":"https:\/\/irshare.eu\/fr\/","author_name":"Konstantin","author_url":"https:\/\/irshare.eu\/fr\/author\/konstantin\/","title":"IR Notes 270 - A 28th regime to keep unicorns within the EU - IR Share","type":"rich","width":600,"height":338,"html":"<blockquote class=\"wp-embedded-content\" data-secret=\"c7nellPkFy\"><a href=\"https:\/\/irshare.eu\/fr\/ir-notes-270-25-march-2026\/\">IR Notes 270 &#8211; A 28th regime to keep unicorns within the EU<\/a><\/blockquote><iframe sandbox=\"allow-scripts\" security=\"restricted\" src=\"https:\/\/irshare.eu\/fr\/ir-notes-270-25-march-2026\/embed\/#?secret=c7nellPkFy\" width=\"600\" height=\"338\" title=\"\u00ab\u00a0IR Notes 270 &#8211; A 28th regime to keep unicorns within the EU\u00a0\u00bb &#8212; IR Share\" data-secret=\"c7nellPkFy\" frameborder=\"0\" marginwidth=\"0\" marginheight=\"0\" scrolling=\"no\" class=\"wp-embedded-content\"><\/iframe><script>\n\/*! This file is auto-generated *\/\n!function(d,l){\"use strict\";l.querySelector&&d.addEventListener&&\"undefined\"!=typeof URL&&(d.wp=d.wp||{},d.wp.receiveEmbedMessage||(d.wp.receiveEmbedMessage=function(e){var t=e.data;if((t||t.secret||t.message||t.value)&&!\/[^a-zA-Z0-9]\/.test(t.secret)){for(var s,r,n,a=l.querySelectorAll('iframe[data-secret=\"'+t.secret+'\"]'),o=l.querySelectorAll('blockquote[data-secret=\"'+t.secret+'\"]'),c=new RegExp(\"^https?:$\",\"i\"),i=0;i<o.length;i++)o[i].style.display=\"none\";for(i=0;i<a.length;i++)s=a[i],e.source===s.contentWindow&&(s.removeAttribute(\"style\"),\"height\"===t.message?(1e3<(r=parseInt(t.value,10))?r=1e3:~~r<200&&(r=200),s.height=r):\"link\"===t.message&&(r=new URL(s.getAttribute(\"src\")),n=new URL(t.value),c.test(n.protocol))&&n.host===r.host&&l.activeElement===s&&(d.top.location.href=t.value))}},d.addEventListener(\"message\",d.wp.receiveEmbedMessage,!1),l.addEventListener(\"DOMContentLoaded\",function(){for(var e,t,s=l.querySelectorAll(\"iframe.wp-embedded-content\"),r=0;r<s.length;r++)(t=(e=s[r]).getAttribute(\"data-secret\"))||(t=Math.random().toString(36).substring(2,12),e.src+=\"#?secret=\"+t,e.setAttribute(\"data-secret\",t)),e.contentWindow.postMessage({message:\"ready\",secret:t},\"*\")},!1)))}(window,document);\n\/\/# sourceURL=https:\/\/irshare.eu\/wp-includes\/js\/wp-embed.min.js\n<\/script>\n","description":"On 18 March, the European Commission put forward a proposal for a regulation to establish a new company status, known as \u201cEU Inc.\u201d, with the aim of encouraging the creation and development of\u00a0start-ups and innovative companies within the EU. These companies would \u201cbenefit from a single, harmonised set of rules\u201d in the form of a \u201c28th regime\u201d, i.e. a kind of fictitious 28th Member State, in which the rules of company law are simplified to an extreme degree. The key text is a proposal for a regulation that seeks to achieve full harmonisation, with \u201ca\u00a0single set\u201d of rules that \u201ccompanies can choose instead of navigating multiple national regimes, unlocking the true potential of the Single Market\u201d. Using this new status, it will be possible to found a company within 48 hours, for less than 100 euros and with no minimum share capital requirements, by submitting information once only, via an EU-level interface. If the company subsequently has to be wound up, EU Inc.\u00a0companies will benefit from simplified and fully digital liquidation procedures (see Commission press release). The Commission wants to move quickly to implement this recommendation made by the Draghi report (which already dates back to September 2024, see IR Notes 236), and is calling on Member States and Parliament to adopt the text by the year-end.At first sight, the regulation does not appear to offer lighter social legislation. It emphasises the need to ensure that \u201cthis legal form cannot be used to circumvent rights, including notably employees\u2019 rights to participation in company boards.\u201d The text states that where employee participation rules exist within the Member State in which an EU Inc. has its registered office, they shall apply to this company. However, the text mentions a very vague application of the \u201cbefore-after principle\u201d to preserve the existing participation rights of employees involved in a cross-border creation of an EU Inc. company. Management should enter into negotiations with employees or their representatives \u201cwith a view to finding an amicable solution\u201d that reconciles the company\u2019s right to carry out a cross-border operation with the employees\u2019 rights of participation. The fears expressed by the European Trade Union Institute (ETUI) are thus proving well-founded (see Policy brief).As far as collective rights are concerned, Recital 18 states that, as for other limited liability companies, the EU legal framework regarding the information and consultation of employees should apply to EU Inc. companies, which is not what the start-up lobby wanted (see EU-Inc.org.proposal). When it comes to individual employment relationships, the text indicates that Regulation (EC) 593\/2008 on the law applicable to contractual obligations shall apply. In other words, the employee is subject \u201cto the legislation chosen by the parties\u201d, while at the same time benefitting from protective rules such as mandatory laws enshrined in the labour law of the country where they normally carry out their duties (Article 8 of the regulation), e.g. the maximum length of the working week or application of the statutory minimum wage.Apart from that, the regulation takes an interest in employees, especially from the viewpoint of attracting talent: it establishes a harmonised structure of stock-option plans, which will be identical in all Member States, with the option for the company to issue warrants that employees will be entitled to purchase after a mandatory waiting period of at least 24 months. Any income generated from these shares will be taxed at the time they are sold. The goal of preventing the siren voice of US tech attracting European talent is laudable, but it is not without risk for the workers concerned, who may be tempted to accept low wages in return for potential large future gains. EU Inc. is a company law instrument focused on boosting competitiveness: it does everything possible to reassure entrepreneurs, but it also opens up yawning gaps that may allow them to bypass the European social model (see Editorial, opposite).","thumbnail_url":"https:\/\/archive.irshare.eu\/irnotes\/logo-entete.gif"}