EU Inc (the 28th regime) · 2026/0074(COD)
Supports a harmonized EU company form but wants it expanded to include foundations and social economy entities, with safeguards for workers' rights and a focus on truly innovative companies.
Expand the EU Inc. scope to include foundations and other social economy organizations, not just limited liability companies, to better support innovative and public-benefit actors.
“Philea and others had called for the EU Inc framework to include foundations and not only limited liability companies... We consider that the proposal should hence take a wider approach to include foundations or in the medium term open the doors for a new tool for foundations.”
Feedback, 2026-06-25
Define innovative companies based on objective and independent verification by supervisory or judicial bodies, and consider including social enterprises as per the EU Social Economy Action Plan.
“When defining innovative entities, reliance must be made on objective and independent verification conducted by a supervisory or judicial body to verify actual qualitative innovation. Consideration should also be made of the concept of social enterprises as referred to in the EU Social Economy Action Plan (SEAP).”
Feedback, 2026-06-25
Include all types of entities with legal personality, such as foundations and social economy organisations, not only companies; allow non-EU entities to opt in; do not limit the regime to unlisted companies.
Maintain efforts to reduce administrative burdens, promote digital-only procedures, apply the once-only principle, and facilitate cross-border use of company information for all eligible entities.
“Philea truly welcomes the proposal’s efforts to reduce administrative burdens, promote digital-only procedures, apply the once-only principle and facilitate the cross-border use of company information.”
20260625 FINAL Philea contribution 28 regime Eu Inc1 (2).pdf, page 4
Ensure the 28th regime provides a simple, voluntary opt-in system with automatic recognition across all Member States, covering company and foundation law rules, and allowing incorporation into existing or new national legal forms.
“Entities should voluntarily opt into the 28th regime. If an entity opts in to the 28th regime it must be automatically recognised in national legal systems of all 27 Member States... The 28th regime should be a set of rules that must be incorporated into existing or new national legal forms and that entities established as an ESSE should benefit from mutual recognition of its status in each Member State. Rules on entity formation and registration should be simple.”
2025_28th regime_Philea_Contribution_Final.pdf, page 5
Provide more flexibility in national operating frameworks to enable foundations to use program funds and endowments for impact investing and patient capital.
“More and more European foundations are interested in impact investing using program funds and/or endowments. Some now allocate up to 10% of their endowments in impact tools. Legal Constraints continue to exist in some countries while other countries, like the Netherlands, have recently introduced reforms to allow impact investing on the program side.”
2025_28th regime_Philea_Contribution_Final.pdf, page 4
Include an explicit provision confirming that the EU Inc. framework does not affect existing individual and collective workers’ and labour rights under EU and national law, including participation rights.
“The proposal should include an explicit provision confirming that it does not affect existing individual and collective workers’ and labour rights under EU and national law. This should include participation rights protected by the EU acquis.”
Feedback, 2026-06-25
Ensure that the benefits of reduced administrative burdens and cross-border facilitation apply not only to limited liability companies but also to foundations and other social economy organizations.
“These advantages should not be limited to limited liability companies, and must be equally sought for foundations (and other social economy organizations, where appropriate).”
20260625 FINAL Philea contribution 28 regime Eu Inc1 (2).pdf, page 4
Advance the approval of the European Cross-Border Associations Directive (ECBA) alongside the EU Inc. to support associations and non-profit entities and avoid overlooking public benefit economic models.
“Philea encourages the Commission and the co-legislators to advance the approval of the European Cross-Border Associations Directive (ECBA), which is essential to facilitate the cross-border activities of associations and non-profit entities.”
20260625 FINAL Philea contribution 28 regime Eu Inc1 (2).pdf, page 4
Adopt the 28th regime as a directive based on Articles 50 and 114(1) TFEU with maximum harmonisation to ensure uniform rules across Member States, avoiding Article 352(1) TFEU or enhanced cooperation.
“We welcome the Commission’s commitment to submit a legislative proposal on a 28th regime for innovative companies... which we believe should consist of a legislative proposal for a directive under Articles 50 and 114(1) of the Treaty on the Functioning of the European Union (TFEU) as the legal bases... Using the catch all Article 352(1) TFEU as a legal basis is not recommended because it would delay the adoption... Articles 50 and 114(1) TFEU require harmonisation measures in company law... We consider that maximum harmonisation is to be preferred in this case in order to ensure uniform rules in all Member States.”
2025_28th regime_Philea_Contribution_Final.pdf, page 4
Complement the 28th regime with additional initiatives in taxation laws to attract and retain talent and capital, supporting foundations' impact investing and positioning Europe as a global innovation hub.
On the files they lobby on: “Company law legislation/ECBA/28th regime Civil Society Strategy Social Economy Action Plan VAT Directive Tax policy New AML Package EU SNRA Rule of Law report Implementation of Article 11 TEU Freedom of capital MFF / InvestEU Taxonomy Competition law / State Aid / Public procurement Defense of Democracy Pack…”
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