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Latest developments

SE Companies: Facts and Figures 2017 available now

Anders Carlson, the chief tracker of the Workers' Participation Europe Network (formerly known as SEEurope Network) monitoring the developments in the area of SE companies across Europe has just published updated facts and figures on the topic.

They can be downloaded in form of a pdf presentation.

When using the data please refer to it as A. Carslon (2017) SE Companies in 2017. Workers' Participation Europe Network, ETUI.

'German codetermination compatible with EU law, states Advocate General while calling for more inclusiveness'

EU justice

A national codetermination law does not breach EU laws on equal treatment or freedom of movement if it excludes workers in foreign subsidiaries from election rights to their parent company board.

This is the Advocate General (AG)’s long-awaited opinion in case C-566/15 Erzberger (TUI), issued on 4 May. His recommendation to the Court of Justice of the European Union (CJEU) is based on the “current state of EU law” and ultimately on sufficient justification on grounds of the general interest.

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News on European Companies: Slowdown or new dynamics?

The April 2014 edition of the SE News provides the latest SE data available from the ETUI's European Company (SE) Database. As of 21 March, a total of 2,125 SEs were registered in 25 countries of the European Economic Area (EEA), an increase of 159 SEs in the past five months. The current dynamics may look contradictory: on one hand, the number of new SE registrations in the Czech Republic – the country with by far the highest number of SEs – slowed down significantly. On the other hand, there have never before been so many firms on our ‘planned SE’ list. Among others, such famous names as Airbus Group N.V. in the Netherlands and in France Christian Dior S.A., Schneider Electric SA and LVMH Moët Hennessy Louis Vuitton S.A. have announced their intention to transform into an SE.

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In focus: the Europeanisation of board-level employee representation

What do we know about board-level employee representatives in SEs? The EWPCC has identified at least 156 worker representatives on the supervisory and administrative boards of SEs. Their share ranges from a single member to up to half of the board seats. The most fundamental innovation brought about by the SE legislation was the possibility to internationalise the composition of the employee representation on company boards. In many cases, the SE has indeed led to an internationalisation of the boardroom; experience with board-level employee representation has in this way been indirectly spread to countries in which such representation does not exist in the domestic corporate governance system.

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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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News on European Companies – A further 100 SEs set-up since July

The October 2013 edition of the SE News provides the latest data available from the ETUI's European Company (SE) Database. As of 1 October, a total of 1,966 SEs were registered in 25 countries of the European Economic Area (EEA), an increase of 105 SEs in the past three months. During this period, at least six ‘normal’ companies (with employees and business activities) – four in Germany and two in France – have finished their conversion process and negotiations on employee involvement, among them the well-known rental car company Sixt.

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In focus: (Non-) Notification of SE registrations in EU Offical Journal

After collecting data on more than 2,000 SEs, registered between 2004 and 12 September 2013, we can now present reliable statistics on how many companies have not published the mandatory notice in the Supplement to the Official Journal of the European Union. According to our findings, 43 per cent of all registered SEs have not published a notice of registration. The data reveal that the notification procedure contained in the SE legislation has not passed the test of practice.

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News on European Companies – 1865 SEs registered across the EU

The July 2013 edition of the SE News provides the latest data available from the ETUI's European Company (SE) Database. As of 1 July a total of 1,865 SEs were registered in 25 countries of the European Economic Area (EEA), an increase of nearly 100 SEs in the past three months. Recently, several companies have completed their negotiations on employee involvement, among them the three Germany-based companies TRIMET Aluminium SE, TRIMET SE and AL-KO KOBER SE, as well as Valneva SE, with its head office in France.

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In focus: SE dynamics over time

The SE had a relatively slow take-off during the first years following the entry into force of the SE legislation in October 2004. There were two reasons at the beginning: there was a certain reluctance towards a completely new company form and implementation of the SE Directive in a number of Member States was delayed. In 2008, the number of new SE registrations doubled from 88 (2007) to 174 new SEs. In the following two years the acceleration halted again. However, in 2011 the number of SE registrations rose again sharply, with 362 newly set-up SEs (compared to 211 new SEs in 2010). In 2012, another peak was seen, with 569 SEs registered. This ‘SE boom’ can largely be attributed to developments in a single country.

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News on European Companies – 1766 SEs registered across the EU

The ETUI’s SE Database has published its latest figures on European Companies. As of 1 April 2013 1,766 SEs were registered across the EU. In total, 25 countries of the European Economic Area (EEA) host European Companies; only Bulgaria, Greece, Iceland, Romania and Slovenia still host none. The Czech practice of ‘SE mass production’ is continuing: At least 156 SEs were set up in the first three months of the year. 244 SEs have been identified by the ECDB as having more than five employees. De facto, their number is likely to be significantly higher, however.

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In focus: “Subsidiary SEs” – A creeping threat to employee involvement

The SE Regulation provides for four different modes of SE establishment: merger, holding, subsidiary and conversion SE. As of 01.04.2013 the ECDB data reveals that 1,370 SEs (78%) have been set up by way of subsidiary, 146 (8%) by conversion, 90 (5%) by merger and only 13 (1%) by creating a new holding company. For 147 (8%) SEs the form of founding is unknown. The prevalence of subsidiary SEs represents a creeping threat to worker involvement rights. It must be borne in mind that mechanisms for securing employee rights to information, consultation and participation are guaranteed only at the moment of founding of SEs.

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A decade of experience with the European Company

This publication of the SEEurope Network provides a comprehensive overview of the legislation on the European company (SE – Societas Europaea) and its history and development. It assesses the overall significance and impact of the SE on the business sector and on worker involvement in Europe and provides an outlook for the future of the SE. The publication also makes specific recommendations for policymakers regarding the future revision of the SE legislation specifically as well as European company law and corporate governance generally.

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In focus: Cross-border mobility of SEs

The idea of the SE is to provide a company with a large degree of flexibility and mobility within the European internal market. For this reason, the SE can transfer its seat to a different EEA member state. This transfer of seat does not result in the winding up of the SE nor in the creation of a new legal entity (SE Regulation, Art. 8). In the meantime, 67 SEs have moved their seat into another country. At least 21 belong to the group of normal SEs. To date, no case is known in which the transfer of seat has resulted in a reduction or withholding of participation rights.

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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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News on European Companies

The dynamic of establishment of SEs speeded up a bit in the last quarter of 2012 and therefore 2013 started with 1,601 registered SEs (175 more than at the time of our previous SE News, 1 October 2012) in the ETUI’s European Company Database (ECDB). As usual, by far the most companies were registered in the Czech Republic and a few more in Germany, Slovakia, France, Denmark and Cyprus.

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In focus – corporate governance structure of SEs

An SE can freely choose between a monistic or dualistic board structure. This also applies to countries where national company forms such a choice does not (yet) exist. Overall, the picture reveals a clear prevalence of SEs governed by a dualistic board structure. However, one has to take into consideration the uneven distribution of SEs throughout Europe: 4 out of 5 SEs are registered in Germany and the Czech Republic, in which national public limited companies must have a two-tier system of corporate governance.

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News on European Companies (October 2012)

During the summer period and the first month of the autumn, the pace of SE establishments – in other countries than the Czech Republic – slowed down. As of 1 October 2012 a total of 1,426 registered SEs were listed in the ECDB.

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In focus – information and consultation procedures

ECDB data show that a special negotiating body (SNB) has not been set up nor agreement reached on worker involvement in the overwhelming majority of currently registered SEs. One explanation is that many SEs were originally set up as employee-free companies (usually as a subsidiary). If we look only at the companies identified as having employees (213 SEs) the setting-up of an SNB is known to have taken place in 97 cases.

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News on European Companies (June 2012)

As of 1 June 2012 a total of 1,286 registered SEs were listed in the ECDB, 173 more than at the time of the previous update (1 March 2012). In terms of current distribution, the situation did not change a lot: less than one-sixth of the SEs today have been identified by the ECDB as having more than five employees. In practice, however, the number of normal SEs might be significantly higher as a consequence of the persisting gap in employment information caused by insufficient publication rules in the SE legislation.

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News on European Companies (March 2012)

As of 1 March 2012, a total of 1,113 registered SEs were listed in the ETUI’s European Company (SE) Database (ECDB), 120 more than at the time of the previous update (1 December 2011). The main trends remained the same. Only four (4) recently established companies have been identified as being ‘normal’ (in the sense of having both employees and business activities. Seventy-six (76) of the new establishments were categorised in the ECDB as ‘UFO’s. The Czech Republic continues to ‘mass produce’ SEs: sixty-one (61) of the 76 new ‘UFO’ companies are from this country underlining again the problem of available information on employee figures after their setting-up as shelf SEs.

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News on European Companies (December 2011)

By 1 December, the number of SEs in the European Company (SE) Database (ECDB) had reached almost 1,000: currently, the ECDB lists exactly 993 companies. Since the last News (1 September 2011), 85 new SEs have been registered. 25 European countries now host European Companies.

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News on European Companies (September 2011)

As far as the establishment of SE is concerned the summer proved to be a very dynamic period. As of September 2011, a total of 909 registered SE companies were listed in the ETUI’s European Company Database (ECDB), 92 more than at the time of the previous update (June 2011). The significant growth in the number of SE registrations is still largely due to the establishment of shelf companies in the Czech Republic. New shelf producers keep appearing on the market, and the signs are that the SE is becoming an everyday alternative to national company forms. The total number of SE companies in the Czech Republic is 509 (66 more than three months ago). This makes up more than half the total number of SEs in Europe. Summarising the September 2011 figures:

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News from the ETUI's European Company (SE) Database (June 2011)

As of June 2011, a total of 817 registered SE companies were listed in the European Company Database (ECDB), 66 more than at the time of the previous update (March 2011). Meanwhile, one company in the UK has been removed from the national register and two German SEs (one of them was ‘normal’) were transformed. In addition to the already registered companies, the ECDB currently provides information on 14 planned SEs.

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News on European Companies (March 2011)

As of March 2011, a total of 751 registered SE companies are listed in the ECDB (SE factsheets): 58 new SEs have been added to the database since the previous newsletter (January 2011). Meanwhile, five SEs (two empty and three UFO companies) were deleted from national registers and two (normal) SEs were transformed. In addition to the already registered companies, the ECDB currently provides information on 17 planned SEs.

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700th European Company (SE) registered - News from the SE Factsheets database (January 2011)

The year 2010 ended with a total of 700 registered SE companies. 42 SEs have been added to the database since the previous update (November, 2010). The ECDB (SE Factsheets) also provides information on 15 planned SEs. However, the number of UFO companies increased the most, due to activation of shelf companies in the Czech Republic and Germany. Only three new companies were added to the ‘normal’ category. The number of ‘normal’ companies is currently 169.

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News from the SE Factsheets database (November 2010)

After a relatively quiet summer period, there has been movement again in the ‘SE market’ in the past two months. In total, 36 SEs have been added to the database since the previous update (1 September 2010). At the time of writing, the ECDB (SE Factsheets) provides information on 658 established and 18 planned SEs.

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News from the SE Factsheets Database (July 2010)

In total, 58 SEs have been added to the database in the three months since the previous update. At the time of writing, the ECDB (SE Factsheets) provides information on 601 established and 19 planned SEs. (At least) 151 companies or so are considered ‘normal SEs’.

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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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Latest Figures from the European Company Database (ETUI SE Factsheets - July/August 2009)

At the time of writing, the ECDB (SE Factsheets) provides information on 383 established and 18 planned SE. Since the last update (April 2009) four companies have been established according to the Directive (‘normal’ companies): Sword Group SE (FR), Unibail-Rodamco SE (FR), MAN SE (GE) and E.ON Energy Trading SE (GE). The German companies kept their two-tier corporate governance structure.

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European Companies (SE) – News from the SE Factsheet Database (March 2009)

Since its introduction in October 2004, the number of SEs has increased steadily year by year. By end of March 2009 some 350 companies had been founded in the form of a Societas Europaea. However, this rather impressive total should 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 not even a specific business purpose (‘shell SEs’). This development represents a potential threat to worker involvement rights in an SE. In this regard, it has to be borne in mind that mechanisms for securing employee rights to information, consultation and participation are guaranteed only at the moment of founding of SEs. It is accordingly difficult to negotiate workers’ rights at a later point in time, when the company has recruited its employees. In this respect, the existing mechanisms of the SE Directive do not represent a sufficient guarantee. The Commission has in fact acknowledged this shortcoming in its recent communication on the revision of the SE.

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