Thursday, March 8, 2018

How to set up a European Company

If you have a business and want to expand to another EU country, you could consider creating a European Company. The European Company – also known as SE – is a type of public limited-liability company regulated under EU law.
There are several advantages to setting up a European Company:
  • A simpler way to run business across more than one EU country: you can reorganise your activities under a single European brand name and run your business without setting up a network of subsidiaries
  • Greater mobility in the single market. For example, you can transfer your registered office to another EU country without having to dissolve the company
  • Framework for involving staff employed in more than one country in running your business.
 There are 4 possibilities, depending on your situation:


How
Who
Requirements
Merger (to form a European Company)
Public limited liability companies
At least 2 companies from different EU countries
Forming a European holding company
Public or private limited liability companies
At least 2 companies from different EU countries
or
A company that had, for at least 2 years, a subsidiary or a branch in another EU country
Forming a European subsidiary
Companies, firms or other legal bodies
At least 2 companies  from different EU countries
or
An entity that  had, for at least 2 years, a subsidiary or a branch in another EU country
Conversion
A public limited liability company
A company that had, for at least 2 years, a subsidiary in another EU country

Conditions for setting up a European Company

A European Company has legal personality as a public limited liability company. To establish a European Company you must have:
  1. your registered office and your head office must be in the same EU country
  2. presence in other EU countries (subsidiaries or branches) or your company and other companies involved need to be governed by the laws of at least two different EU countries
  3. a minimum subscribed capital of EUR 120 000
  4. an agreement on employees participation in the company's bodies and on how they will be consulted and informed
Requirements may vary between countries. Some countries may have higher capital requirements, while others require the head office and the registered office to be in the same place.

European Companies in each country

Some EU rules on the European Company statute were transposed into national law. This therefore means that some of the rules may be implemented differently in different countries. This is also the case with the EU directive on employee participation.
See which specific national rules apply to the European Company Statute in your country HERE