On the proposal for a regulation of the European Parliament and of the Council on the 28th regime corporate legal framework – 'EU Inc.'
EMPL-PA-788967
Committee on Employment and Social Affairs · Rapporteur: Johan Danielsson
Written by a language model from the full text only; every figure comes from the text. The paragraph links open the paragraph a statement rests on — check the text itself before relying on it.
The Committee on Employment and Social Affairs proposes amendments to the Commission's proposal for a regulation creating a harmonised 'EU Inc.' limited liability company form. The amendments narrow the form to innovative startups, exclude high-risk sectors, and shield labour and social security law from the regulation.¶¶¶ They add anti-abuse rules: EU Inc. must not be used to circumvent wages, social security, collective bargaining, worker representation or employee participation rights, and workers keep rights at least equivalent to those where work is habitually performed.¶¶¶ They require a local employer presence where national law demands it, employer registration with local tax and social security authorities, and board-level employee participation once national thresholds are exceeded.¶¶¶ They set rules on distributions, employee stock option plans and share registers, and add penalties for abusing the EU Inc. form.¶¶¶
Committee position. The committee proposes amendments to the Commission's proposal: to limit the EU Inc. form to innovative startups, exclude high-risk sectors, and add safeguards so the form cannot be used to circumvent labour law, social security, collective bargaining or employee participation rights.¶¶¶
Key points
- The regulation should create a harmonised 'EU Inc.' limited liability company form for innovative startups in every Member State.¶¶
- Companies in construction, agriculture, hospitality, domestic work, transport and logistics, meat and food processing, cleaning services and care work are excluded from the scope; the Commission may define more high-risk sectors.¶¶
- The regulation does not affect Union and national labour law, social security legislation or fundamental rights such as negotiating collective agreements and taking industrial action.¶¶¶
- The law on individual employment relationships continues to be governed by Regulation (EC) No 593/2008 (Rome I).¶¶¶
- EU Inc. companies must not be used to circumvent labour law, employer obligations, social security contributions, collective bargaining agreements or worker representation rights, and remain jointly and severally liable for employee entitlements.¶¶¶
- Workers of an EU Inc. company must have individual and collective rights, including information, consultation and board-level participation, at least equivalent to those in the Member State where work is habitually performed.¶¶
- EU Inc. companies must maintain a local legal or structural presence as an employer where national law requires it, and meet employer registration obligations with local tax and social security authorities.¶¶¶
- Employee participation rules apply according to the Member State of employment, and board-level participation rights are triggered once employee numbers in that Member State exceed the national threshold.¶¶
- If national thresholds in several Member States are exceeded, the national provisions providing the highest proportion of employee representatives apply.¶
- No distribution may be made while wages, social security contributions or pension entitlements are outstanding, and the board must give workers' representatives the certification statement and consult them on material impacts.¶¶
- EU employee stock option plans must grant voting and dividend rights, be voluntary, not substitute regular remuneration or social security contributions, and not be a ground for dismissal or retaliation.¶¶¶
- The digital register of shares must be accessible to shareholders, worker representatives, trade unions and other parties with a legitimate interest.¶
Who is affected
- Innovative startups, which would be the companies able to use the EU Inc. form.¶¶¶
- Companies in construction, agriculture, hospitality, domestic work, transport and logistics, meat and food processing, cleaning services and care work, which are excluded.¶¶
- Workers and their representatives and trade unions, who keep rights at least equivalent to those where work is habitually performed.¶¶¶
- EU Inc. companies, which must register as employers locally, meet social security obligations and avoid abusing the form.¶¶¶
Figures and deadlines
- Registration and preventive control must be completed within 48 hours, on working days, from submission of documents.¶
- Registration must cost a maximum of EUR 100 or the equivalent sum in the currency of the Member State of registration.