EU Inc (the 28th regime) · 2026/0074(COD)
Opposes the EU.Inc proposal as it risks failing to address Europe's venture capital challenges while undermining labour protections and social market models.
Preserve substantive review powers for notaries, registries, labour authorities, tax authorities, and anti-money laundering bodies to maintain legal certainty and protect creditors, workers, and public finances.
“Preserve substantive review powers for: notaries, registries, labour authorities, tax authorities, and anti-money laundering bodies. Reason: Venture capital markets depend on legal certainty and enforceability, not merely speed.”
NFU_EU_Inc_Feedback.docx, page 5
Introduce EU standards for creditor protection, insolvency ranking, capital maintenance, and enforceability of shareholder rights to improve legal certainty and create coherent cross-border financing structures.
Ensure ESOP schemes remain supplementary to collectively agreed wages and subject to social security contributions, not replacing ordinary remuneration.
“ESOP schemes must: remain supplementary to collectively agreed wages, remain subject to social security contributions and not replace ordinary remuneration.”
NFU_EU_Inc_Feedback.docx, page 6
Apply worker participation, information, consultation, and board-level representation rights based on the location of the majority of employees or the company’s principal economic activity, not merely the registered office.
“NFU proposes: Worker participation, information, consultation, and board-level representation rights should apply based on: the location of the majority of employees, or the company’s principal economic activity, not merely the registered office. Reason: The current formulation encourages forum shopping into jurisdictions with weaker participation rights.”
NFU_EU_Inc_Feedback.docx, page 4
Remove mandatory accelerated incorporation deadlines to avoid lowering barriers to mobility without safeguards against abuse.
“NFU proposes: Remove mandatory accelerated incorporation deadlines.”
NFU_EU_Inc_Feedback.docx, page 4
Insert a horizontal non-regression clause guaranteeing that EU.Inc companies cannot circumvent collective agreements, avoid board-level participation, or reduce labour protections through choice of incorporation jurisdiction.
“Insert a horizontal non-regression clause guaranteeing that EU.Inc companies: cannot circumvent collective agreements, cannot avoid board-level participation, and cannot reduce labour protections through choice of incorporation jurisdiction.”
NFU_EU_Inc_Feedback.docx, page 6
Require EU.Inc companies to maintain their principal place of business, central administration, and substantial economic activity in the same Member State as the registered office to prevent forum shopping and letterbox companies.
“NFU proposes: Require EU.Inc companies to maintain: their principal place of business, central administration, and substantial economic activity in the same Member State as the registered office. Reason: The current proposal overlays an EU-level shell on top of divergent national legal systems while allowing strategic jurisdiction shopping.”
NFU_EU_Inc_Feedback.docx, page 3
Prevent companies from choosing jurisdictions solely to avoid labour participation or social security obligations by strengthening the link between registered office and real economic activity.
“Weak links between registered office and real activity increase risks of letterbox companies and social dumping. Effect: Prevents companies from choosing jurisdictions solely to avoid labour participation or social security obligations.”
NFU_EU_Inc_Feedback.docx, page 4
Design the 28th regime to facilitate company mobility and investment without imposing top-down uniformity that risks undermining established national practices.
“NFU believes this regime should be designed in a way that facilitates company mobility and investment without imposing top-down uniformity that risks undermining established national practices.”
NFU Consultation Reply 28th regime.docx, page 2
Replace the current directly applicable Regulation with a maximum-harmonisation Directive to allow Member States to adapt reforms to national labour market systems, collective bargaining models, creditor protection structures, and insolvency frameworks.
“NFU proposes: Replacing the current directly applicable Regulation with a maximum-harmonisation Directive focused on targeted company law barriers to venture capital financing. Reason: A Regulation creates a parallel supranational company form that intensifies regulatory competition between Member States. A Directive would allow Member States to adapt reforms to national labour market systems, collective bargaining models, creditor protection structures, and insolvency frameworks.”
NFU_EU_Inc_Feedback.docx, page 3
Base the 28th regime on Article 114 TFEU to reduce barriers to business integration but exclude labour law areas governed by Article 153(1) TFEU to respect Member States' competence and social partners' autonomy.
“While Article 114 may provide a sound foundation for measures aimed at reducing barriers to business integration, NFU strongly opposes extending such a framework into areas governed by Article 153(1). Labour law... falls under the competence of Member States... Extending EU legislation into this field would undermine the autonomy of social partners, conflict with the principle of subsidiarity, and threaten the institutional balance.”
NFU Consultation Reply 28th regime.docx, page 3
On the files they lobby on: “…EU Inc.”
Open source underneath
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Open-source context and state for AI: it keeps only what matters for the question.
In WhoShapedIt: Reads every lobby submission and position paper and each official text, cut into passages, and judges each passage against nine questions (who can use EU Inc, workers on the board, tax…), so every ask and every step is read on the passages that address it.
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In WhoShapedIt: The status, the timeline, the theme picker, the camps of lobbies and the organisation pages.
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