EU Inc (the 28th regime) · 2026/0074(COD)
Supports a single EU-wide company form with digital incorporation and harmonized stock options but wants it to apply to all companies, not just innovative ones, and to include a pan-European employee stock option plan with tax coordination.
Allow the 28th regime to apply to all companies, not only innovative ones, because defining 'innovative' is problematic and creates regulatory uncertainty and barriers for startups.
“7. Applies to all companies, not just innovative companies: Defining what makes a company 'innovative' is inherently problematic... Any attempt to apply fixed criteria will create inconsistency as different Member States may interpret these concepts in varying ways leading to a regulatory uncertainty.”
EU-INC response to call for evidence - 28th regime.pdf, page 12
Create a fully digital, fast-track incorporation process with online registration within 24 hours, using eIDAS-compliant IDs and a centralized EU-INC Registry issuing a uniform EU Company Certificate valid EU-wide.
“Make the 28th regime fully digital and fast. All steps to create and run an EU-INC should be accomplished online through a single EU-wide company registry system... ideally obtaining company registration within 24 hours... We recommend establishing a centralized EU-INC Registry that issues a uniform EU Company Certificate as proof of incorporation valid EU-wide.”
EU-INC response to call for evidence - 28th regime.pdf, page 9
Set no or minimal initial capital requirement (potentially symbolic €1) to avoid hindering early-stage entrepreneurship and ensure flexible capital rules including multiple share classes and simplified capital increases.
Incorporate an EU-wide Employee Stock Option Plan (EU-ESOP) with common rules on granting and exercising options, standard vesting schedules, and tax treatment so employees are taxed only at share sale, plus a single EU-ESOP register for notifications.
Ensure the EU-INC is native to the country of incorporation with a genuine local link but designed to operate seamlessly across borders at continental scale, respecting Member States' sovereignty in taxation and employment law.
“It would constitute a truly European legal entity: native to the country with a genuine link to that jurisdiction, but designed to operate at continental scale... while fully respecting Member States’ sovereignty in areas such as taxation and employment law.”
EU-INC response to call for evidence - 28th regime.pdf, page 3
Establish the 28th regime as an EU Regulation under Article 352 TFEU to guarantee a single, uniform set of rules across all Member States, ensuring direct applicability and removing national variations.
“Create a new EU-wide legal status... instituted by an EU Regulation (directly applicable) rather than a Directive, to ensure a single, uniform set of rules across all Member States.”
EU-INC response to call for evidence - 28th regime.pdf, page 9
Coordinate tax treatment of employee stock options so they are taxed only as capital gains upon share sale, leaving tax rates to national governments but avoiding taxation at grant or exercise to prevent 'dry tax' issues.
“An EU-ESOP would leave tax rates to national governments, but require agreement that stock options count as capital gains — taxed only when shares are sold, not when granted or exercised.”
EU-INC response to call for evidence - 28th regime.pdf, page 12
On the files they lobby on: “Startup and scale-up policies including proposal for a 28th regime for innovative European companies, European Innovation Act, Startup and Scale-up Strategy and more.”
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