On 25 June 2026, ETAF responded to the public consultation of the European Commission on the proposal for a Regulation establishing the EU Inc. corporate legal framework.
ETAF sees merit in the objective of creating a simplified European corporate framework, but raises several concerns that should be further assessed:
- Risk of abuse: Limited ex ante verification, the absence of minimum capital requirements and company-controlled digital share registers could leave EU Inc. vulnerable to exploitation as a letterbox entity. ETAF calls for EU-wide AML identity and legitimacy checks, independent oversight of share transfers and a more workable registration deadline.
- Simplified winding-up: The proposed procedure raises concerns regarding creditor protection, the risk of abuse and the role of regulated professionals. ETAF calls for stronger safeguards, especially on waiving the insolvency practitioner, creditor deadlines and the valuation of start-up assets.
- EU-ESO taxation: Deferring taxation to the disposal of shares, while leaving key tax questions to national law, could create uncertainty and risks of double taxation or double non-taxation in cross-border cases. ETAF recommends addressing this through a non-binding Commission recommendation.
- Digital EU power of attorney: ETAF welcomes digital simplification but stresses that the power of attorney should remain limited to company law matters and must not bypass sector-specific authorisation frameworks, including in tax matters.
- EU and national law: The default to national law risks producing 27 distinct variants of EU Inc., undermining the simplification objective. ETAF calls for a clearer delimitation between EU and national law.
ETAF stands ready to engage constructively with the co-legislators as the proposal advances.
