European Company (Societas Europaea – SE)
What is a European Company (SE)?
A European Company, also known as Societas Europaea (SE), is a special type of company that allows businesses to operate across EU countries under one unified legal structure. It is ideal for large international businesses seeking to expand or operate in multiple EU Member States.
Key Features:
- Unified Legal Form for use across the EU and EEA
- Can transfer headquarters to another EU country without dissolving
- Limited liability for shareholders
- Minimum Share Capital: €120,000
- Must operate in at least two EU/EEA countries
Formation Options:
An SE can be created in several ways:
- Merger of two or more public companies from different EU states
- Formation of a Holding SE
- Formation of a Joint Venture SE
- Transformation of an existing public company into an SE
- Creation of a subsidiary SE
Structure & Management:
Two management systems are possible:
- Two-Tier System: Management Board + Supervisory Board
- One-Tier System: Administrative Board
The company must also negotiate with employee representatives regarding employee involvement in the company's governance.
Taxation & Compliance:
- The SE is taxed in each country where it operates — no EU-wide tax system.
- Must comply with EU regulations and national laws in each country where it is active.
- Annual reporting and auditing are required.
- Subject to VAT, CIT, and local tax laws in each jurisdiction.
Advantages:
- Cross-border mobility within the EU without re-establishing a new legal entity
- Easier management of subsidiaries across Europe
- Strong international image and reputation
- Unified branding and governance
Disadvantages:
- Complex formation process
- High minimum capital requirement (€120,000)
- Must comply with employee participation rules
- Ongoing multi-jurisdictional compliance
Ideal For:
- Large companies operating in multiple EU countries
- Corporations planning expansion across Europe
- Businesses aiming for a unified structure and brand across the EU
