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The 28th Regime: a new legal framework for innovative companies

TA-10-2026-0002 · P10_TA(2026)0002 · PE773.199

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✦ In short · AI summary of this text, generated 4 Sept 2026

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.

Parliament asks the Commission to propose a directive creating a 28th legal regime for innovative companies, named 'Societas Europaea Unificata' (S.EU), with uniform rules across the EU. The S.EU would be a national limited liability company form, not listed, with digital registration within 48 hours, automatic recognition across member states, and safeguards for labour law and employee participation. It calls for optional schemes like steward ownership, employee financial participation, and equity-like debt instruments, plus a digital portal and dispute resolution mechanisms.

Key points

  1. The 28th regime must be uniform across the EU, with member states barred from diverging rules; a maximum harmonisation directive is preferred, using Articles 50 and 114(1) TFEU.
  2. The corporate form is named 'Societas Europaea Unificata' (S.EU), added to national abbreviations; only unlisted limited liability companies can opt in.
  3. Registration must be fully digital, completed within 48 hours, and follow the 'once only' principle; a Union-level digital portal should be created.
  4. S.EUs must respect Union and national labour law, including employee participation; safeguards must prevent circumvention of worker protections.
  5. Optional forms like steward ownership, asset locks, and dual-class shares should be allowed to protect against 'killer acquisitions'.
  6. Harmonised rules for employee financial participation (ESOPs and ESOs) should be developed, without affecting fiscal policy.
  7. A harmonised equity-like debt instrument should be introduced, subordinate to ordinary debt and treated as equity for regulatory purposes.
  8. An alternative dispute resolution mechanism and special national court panels for S.EU disputes should be established.
  9. The Commission should conduct impact assessments and review the regime every 4 years, reporting on its effects.

Who is affected

  • Innovative SMEs, start-ups and scale-ups in the EU, which can opt in to the S.EU form.
  • Investors, who get harmonised rules and new investment instruments.
  • Employees of S.EUs, who retain labour protections and may gain financial participation.
  • Member states, which must implement uniform rules and set up digital portals and court panels.

Figures and deadlines

  • Registration must be completed within 48 hours.
  • Minimum capital requirement set at EUR 1.
  • Review cycle every 4 years.

Legal basis: Articles 50 and 114(1) of the Treaty on the Functioning of the European Union