European Private Company (SPE)
The European Commission published a proposal for a Council Regulation (COM (2008) 396 final) on the Statute for a European Private Company (Societas Privata Europaea, SPE) on 25 June 2008.
This initiative forms part of a package of measures designed to make it easier for SMEs to do business in the Single market and consequently to improve their market performance. The idea behind the SPE is to create a company with limited liability at European level that is designed to enhance SMEs’ competitiveness by facilitating their establishment and operation on the Single Market. The SPE is one of the priority initiatives of the Commission’s 2008 Work Programme.
ETUC welcomes initiatives designed to improve market conditions for SMEs. According to the Commission, SMEs account for more than 99% of companies in the EU. The SPE may therefore become a reality for a large number of employees. At the same time, ETUC stresses that enhancing flexibility for SMEs must not be done at the detriment of employees’ rights to participation in the board of the company. The right to information and consultation is a fundamental right protected by EU law.
ETUC will only bring its support to this project if vital modifications are made to the Commission’s proposal concerning:
the minimum standard rules on employees’ participation rights which must accompany the SPE Statute, as is the case for the European Company and the European Cooperative Society.
the adoption of a Directive on cross border transfer of registered companies is an essential prerequisite, in particular with a view to prevent the setting up of letter box companies.
more details requirements must be laid down in particular with regard to the cross border dimension of an SPE, its minimum capital requirement, the way in which governing bodies will be able to take into account employees’ participation, the transparency of its operations and the minimal conditions for corporation tax in order to avoid fiscal shopping around.