The 28th European Business Law Regime: integration breakthrough or added complexity?

The proposed “EU Inc.” marks a significant step toward building a European business law framework.

Yet recent hearings before the French Senate highlight a more nuanced reality:

👉 a promising initiative... but still structurally imperfect.

⚖️ A legitimate ambition: reducing legal fragmentation

The choice of a European regulation, open to all companies, is widely welcomed.

Its objective is clear: facilitate cross-border growth, especially for startups and innovative businesses.

➡️ A strong signal toward a truly integrated European legal market.

⚠️ But harmonisation rather than true unification

A key limitation has been identified:

👉 the continued interdependence with national legal systems.

Consequences include:

  • no fully autonomous European company form,
  • no unified regime for corporate groups,
  • persistent reliance on domestic laws.

📌 In practice, this amounts to “labelling” national entities, rather than creating a genuine uniform system.

🏢 Still not aligned with SME needs

SMEs are looking for:

  • a simple legal vehicle to operate across borders,
  • without having to recreate structures in each Member State.

However, in its current form:

  • the proposal risks adding complexity
  • due to the absence of a truly single, simplified European company

🚀 A long-awaited tool for startups

For innovative companies, the proposal includes clear advantages:

  • €100 minimum capital
  • fast-track company creation
  • administrative simplification

👉 The prevailing view:

a workable first step is better than no step at all.

⚠️ Major concerns for Member States

Several critical risks have been raised:

🧾 Insolvency framework gaps

🖥️ Digitalisation risks (fraud, insufficient controls)

🌍 Regulatory forum shopping, especially in:

  • taxation
  • labour law (governance, co-determination)

👉 The core concern: increased competition between national systems.

⚖️ Balancing simplification and legal certainty

Legal professionals emphasize a key principle:

👉 simplification must not come at the expense of legal safeguards.

Key unresolved issues include:

  • insolvency procedures
  • registry systems and supervision
  • social and tax coordination

🧠 Strategic perspective

This project reflects a fundamental tension:

➡️ moving toward European business law integration

❗ without fully embracing legal unification

👉 While some advocate for a truly autonomous European company, the current proposal remains a hybrid solution.

💬 Conclusion

The 28th regime may well represent:

  • a historic momentum for the European Union
  • a first step toward a European Business Code

But it raises a crucial question:

👉 should European business law be built alongside national systems...

or above them?

Tags: 28th Regime Corporate Legal