Setting up a European Company (SE)
If you want to expand your business to other EU countries, you could consider creating a European Company – also known as an SE (Societas Europaea). A European Company is public limited-liability company that allows you to run your business in different European countries using a single set of rules. It makes it easier to operate in several countries, move your office, and involve employees under a single framework.
Requirements for setting up a European Company
To establish a European Company, you must:
- Have your registered office (the official legal address) and your head office (where management decisions are made) in the same EU country
- Be active in at least two EU countries (through branches or subsidiaries), or all founding companies must be governed by the laws of at least two EU countries
- Have a minimum subscribed capital of EUR 120 000
- Reach an agreement on employee participation, including how employees are informed and consulted
Warning
Requirements may vary by country, for example some countries may have higher capital requirements or require the head office and the registered office to be at the same address. Check if your country has additional requirements.
How to set up a European Company
You can set up a European Company in four ways:
| How | Who | What it means | Basic requirements |
|---|---|---|---|
| Merger | Public limited liability companies |
Two or more companies from different EU countries merge to form a new SE. |
At least 2 companies from different EU countries |
| Holding company | Public or private limited liability companies |
A holding company is a company that owns or controls other companies (its subsidiaries) instead of producing goods or services itself. This allows you to manage several companies under one European structure. |
At least 2 companies from different EU countries or with a subsidiary or a branch in another EU country for at least 2 years |
| Subsidiary | Companies, firms or other legal bodies |
A subsidiary is a separate legal company owned or controlled by another company (the parent company). |
At least 2 entities are from different EU countries or a subsidiary/branch in another EU country for at least 2 years |
| Conversion | A public limited liability company | A company that already operates across borders (for example, through a subsidiary in another EU country) can convert itself into a European Company. | Must have a subsidiary in another EU country for at least 2 years |
Depending on the way you form a European Company, you will need to provide different documents. Check what you need with your national authority. Once your registration is complete, your national authority will inform the Office for Official Publications of the EU within one month. Your company’s details (name, registration data, office, and activity) will then be published in the Official Journal of the European Union.
Warning
When you have registered your European Company, remember to add the abbreviation SE before or after your company name.
Transferring your registered office to another EU country
You can transfer your registered office to another EU country - without having to wind it up your company - under the following conditions:
- your company is not going through legal proceedings such as winding up, liquidation or insolvency
- You give 2 months' public notice and obtain shareholder approval
- National authorities are satisfied that all legal requirements have been met, and creditors and other rights holders are protected
Warning
Some EU countries may oppose the transfer for public interest reasons within the 2 months' notice period. These countries include Belgium, Bulgaria, Cyprus, Denmark, France, Greece, Latvia, the Netherlands, Poland, Portugal, Spain, Sweden.
Accounting and insolvency rules
You must follow the accounting and insolvency rules for public limited-liability companies in the EU country where your European company is registered. If your SE is a bank, financial institution or insurance company, it must also follow additional national and EU rules specific to those sectors.
EU rules on European Companies are harmonised, but some details differ – such as which authority you deal with or how employee participation works. See what specific rules apply in your country: