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Review 2010-13

The European Commission has started the review of the European Company Statute as foreseen in Art. 69 SE of the SE Regulation. The Commission shall forward to the Council and the European Parliament a report on the application of the Regulation and proposals for amendments, where appropriate. In this section we follow-up the discussions and proposals with regard to a possible revision of the SE legislation.

New EU Action Plan suggests no major revisions of the SE legislation

The new Action Plan on EU Company Law and Governance, published on 12 December 2012, contains no proposal for revising the SE Directive or Regulation. Instead, it is stated that the Commission will try to promote and improve "awareness awareness of the European Company (SE) and the European Cooperative (SCE) Statutes."

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Social partner 2011 consultation SE Directive

In July 2011, the European Commission consulted the European social partners on the basis of a consultation document on the possible review of the SE Directive. The social partners replied in October 2011. BUSINESSEUROPE recommended that the Commission give priority to simplifying the SE Regulation, while the ETUC asked for a continuation of the dialogue on improving the SE rules (both the Directive and the Regulation). It is now up to the European Commission to react.

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Social partner consultation on the possible review of the European Company Directive

On 5 July 2011, the European Commission approved the consultation document First phase consultation of Social Partners under Article 154 TFEU on the possible review of Directive 2001/86/EC supplementing the Statute for a European company with regard to the involvement of employees.

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In the fridge? Consultation on the functioning of the European Company Statute

Jan Cremers gives his view in an upcoming article of the ongoing deliberations about the findings of the Ernst & Young report. According to him the European Commission hardly deals with earlier criticism, such as the high occurrence of shelf SEs and the abuse of the location of registered and head office of an SE. Besides that, question-marks can be raised with regard to the methods used in this consultation.

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Commission Report on the application of the Statute for a European Company (SE)

"The European Commission has presented a Report to the European Parliament and the Council on the application of the Regulation on the Statute for a European Company (SE). This Report is part of the review process of the SE Regulation. The Report includes a description of the positive and negative factors, which influence setting up an SE and highlights trends on the distribution of SEs throughout the EU. It also analyses the main problems encountered when setting up and running an SE. An accompanying Commission Staff Working Document supplements the assessment. It takes inventory of SEs and analyses the flexibility of relevant national legislation in the different Member States."

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Worker participation: a ‘burden’ on the European Company (SE)? - A critical assessment of an EU consultation process

En mars 2010, la Commission européenne a enfin publié l’étude Ernst & Young sur le fonctionnement et les impacts du statut de la Société européenne. Peu après, elle a lancé une consultation publique sur internet portant sur les conclusions de cette étude. En juillet 2010, elle a publié un rapport de synthèse consacré aux réponses obtenues. Ce document de l’ETUI regroupe une analyse critique de la procédure de consultation sur l’étude Ernst & Young, le rapport de synthèse de la Commission et la réponse de l’ETUI à la consultation.

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Conference on the Statute for a European Company - Brussels

'This Conference, organised by the European Commission, aims at supporting on-going work with a view to elaborating the report required by Regulation 2157/2001 on the Statute for a European Company. The experiences, problems and challenges so far, and possible improvements for the future will be discussed in two panels, the first one related to the creation of the SE and the second one to issues concerning its functioning' (EU Commission).

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Public Consultation

The European Commission has launched a public consultation on the results of the Study on the operation and the impacts of the Statute for a European Company (SE). The deadline for responses was 23 May 2010. In the meantime, the European Commission has published a synthesis of the comments on the consultation on the results of the so-called 'Ernst and Young study' on the operation and impacts of the European Company statute (SE). Altogether, the EU Commission received 69 responses from 18 different countries and a range of backgrounds. The synthesis document and the individual responses can be found on the EU COM website.

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ETUI Reply to EU Consultation

ETUI's reply to the consultation of the EU Commission on the SE study of Ernst &Young (20.5.2010)

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Study on the operation and the impacts of the Statute for a European Company (2009)

The study was prepared by the law firm Ernst&Young Report following a call for tender from the European Commission. It has four main aims:

  1. to provide a mapping of the relevant legislation applicable in 25 EU/EEA Member States,
  2. to draw-up an inventory of the existing SEs,
  3. to analyse the data gathered and identify the main drivers for setting up or not setting up an SE, the main trends and practical problems,
  4. to provide an analytical conclusion focusing on the effectiveness of the SE Statute.
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500 active European Companies (SE)

Since introduction of the European Company Statute or Societas Europaea (SE) in October 2004, the number of European Companies has increased steadily, year by year, at almost exponential rates of growth. In February 2010, the ETUI’s “SE database“ exceeded, for the first time, the total of 500 active SEs. This rather impressive total should, however, not blind observers to the fact that many SEs do not conform to the standard definition, for they are, in their overwhelming majority, SEs without any employees (‘empty SEs’) and/or without even a specific business purpose (‘shelf SEs’). Only roughly one quarter of the total number of SEs are today considered “normal SEs” in the sense that they have both employees and business activities.

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ETUI suggests creation of a European Company monitoring service

The European commission could look into setting up a European Company (SE) monitoring service in order to better understand their creation and development. During a recent ETUI book launch ("the European Company Statute - a new approach to corporate governance) Senior ETUI Researcher Norbert Kluge suggested that a greater understanding of European companies and how legislation surrounding them is actually applied on the ground is now required.

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Communication from the Commission on the Review of the SE Directive

In September 2008 the Commission presented a Communication on the review of Council Directive 2001/86/EC of 8 October 2001 supplementing the Statute for a European company with regard to the involvement of employees (COM(2008)591 final).

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Study on the implementation of Directive 2001/86/EC - Synthesis report

Report prepared for the use of the European Commission, Directorate-General for Employment Social Affairs and Equal Opportunities.

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La société européenne (SE) – Premières expériences de l’application de ce nouvel élément du droit européen des sociétés. Examen du point de vue des salariés

L'article paru dans le rapport de Noëlle Lenoir (2007) La SE ou Societas Europaea : pour une citoyenneté européenne de l'entreprise. Paris, La Documentation française, pages 258-267.

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European Commission launches new SE information website

According to the European Commission, the aim of the website is to provide information on the current legal framework for the SE and to raise awareness among stakeholders of this European legal form, as announced by the Commission's Action plan on company law and corporate governance of December 2012. Whereas the overall amount of information available so far seems to be rather limited, some interesting new ‘features’ can be found on the website, such as a list of the national authorities for specific aspects of the SE Statute.

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