Tallinn: Estonian founders have registered companies online for two decades and struggle to explain to peers elsewhere why the rest of the bloc finds it difficult. The Commission’s answer, tabled on 18 March 2026, borrows the logic and stretches it across the single market.
The proposal creates an optional European corporate form, informally called EU Inc and formally the twenty-eighth regime, sitting alongside national company law rather than replacing it. A founder could register digitally in about forty-eight hours, pay under a hundred euros, and face no minimum capital requirement. The company would then operate under one set of rules in every member state instead of adapting to twenty-seven.
Venture investors pushed this for years and their complaint was always concrete. A startup raising across borders spends legal fees reconciling incompatible share classes, employee option schemes and shareholder agreements. Those costs fall hardest on the smallest rounds, and they push founders with international ambitions toward Delaware incorporation before they have written much code.
The regime pairs with a second instrument. The European Business Wallet, proposed in November 2025 as a digital identity for legal persons, would give a company one authenticated channel for dealing with public authorities anywhere in the bloc. The Council adopted its negotiating position on 9 June 2026, and negotiators aim for a trilogue agreement before the year ends.
Both files serve the roadmap the Commission published in February under the heading of one Europe and one market, which sets an integrated single market by the end of 2027 as its target. Draghi’s competitiveness report supplied the political fuel by putting a number on internal barriers, estimating that intra-EU trade frictions function like tariffs of a scale no external partner would accept.
Resistance follows familiar lines. Company law, insolvency and employment protection remain national competences that capitals guard closely, and some governments read an optional European form as a regulatory race they would rather not enter. Trade unions ask which labour rules apply to a company that exists under Union law but employs people under national contracts. Notaries in several member states, whose role the digital registration route bypasses, have lobbied hard.
Tax stays outside the package entirely, which is both a political necessity and a limitation. A common corporate shell that still meets twenty-seven tax codes solves part of the founder’s problem. Nobody expects unanimity on the rest.
Business federations welcomed the proposal while warning that an optional regime only succeeds if enough companies choose it. A form that attracts a few thousand startups and no established firms would add complexity rather than removing it. Adoption depends on whether banks, investors and courts treat the new entity as ordinary rather than exotic, and that takes years of practice.
Parliament begins its committee work this autumn. Founders in Tallinn will keep incorporating the way they always have. Whether a founder in Naples or Valencia gets the same experience depends on how much of the proposal survives.
