Last checked: 15/03/2019

Setting up a European Company (SE)

UK decision to invoke Article 50 of the TEU: More information

As of 30 March 2019, all EU law will cease to apply to the UK, unless a ratified withdrawal agreement establishes another date, or the European Council and the UK decide unanimously to extend the two-year negotiation period. For more information about the legal repercussions for businesses:

If you have a business and want to expand to another European country, you could consider creating a European Company. The European Company – also known as SE (Societas Europea in Latin) – is a type of public limited-liability company that allows you to run your business in different European countries using a single set of rules.

There are several advantages to setting up a European Company:

Requirements for setting up a European Company

To establish a European Company you must abide by all the requirements listed below:

  1. Your registered office and your head office must be in the same EU country.
  2. You must have a presence in other EU countries (subsidiaries or branches), or all companies involved need to be governed by the laws of at least two different EU countries.
  3. You must have a minimum subscribed capital of EUR 120 000.
  4. You and your company's employees' representatives reached a decision on employee participation in the company bodies, and on how employees will be consulted and informed.

Requirements may vary between countries. Some countries may have higher capital requirements, while others may 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

There are four ways to set up a European Company, depending on your situation:

How Who Requirements
Merger (to form a European Company) Public limited liability companies At least 2 companies from different EU countries
Forming a European holding company Public or private limited liability companies At least 2 companies from different EU countries
or
the participating companies have had a subsidiary or a branch in another EU country for at least 2 years
Forming a European subsidiary Companies, firms or other legal bodies

At least 2 entities are from different EU countries

or

the participating entities have had a subsidiary or a branch in another EU country for at least 2 years

Conversion A public limited liability company A company that has had a subsidiary in another EU country for at least 2 years

Depending on the way you form a European Company (see table above), you will need to provide different documents. You can check what you need with your national authority.

The national authority should inform the Office for Official Publication that you have requested registration within one month of publishing the requested documents. They must communicate:

Your details will be published in the Official Journal of the European Union

When you have registered your European Company, remember to add the abbreviation SE before or after your company name.

Transferring the registered office to another EU country

You can transfer the registered office of your European Company to another EU country - without having to wind it up - as long as your company is not going through legal proceedings such as winding up, liquidation or insolvency. You need to give 2 month's public notice about your intention to transfer and your shareholders need to approve the decision to transfer. Before giving their approval, the relevant authorities need to be satisfied that all formalities have been accomplished, including protecting interests of creditors and holders of other rights.

In some EU countries, relevant national authorities might oppose the transfer during the 2 months' notice period on the grounds of public interest. These countries include Belgium, Bulgaria, Cyprus, Denmark, France, Greece, Latvia, the Netherlands, Poland, Portugal, Spain, Sweden and the UK.

Accounting rules

You will need to follow the accounting rules for public limited-liability companies in the EU country where your company is registered.

If your European Company is:

you will need to follow the national rules for those types of companies.

Winding up, liquidation, insolvency and cessation of payments

Regarding winding up, liquidation, insolvency and cessation of payments, your European Company must follow the rules of the European country where your company is registered.

Rules for European Companies in each country

In general, the same EU rules on European Companies apply in all EU countries. However, depending on the country where your European Company is established, there may be different rules for some aspects. For instance, these rules may affect which authorities you need to liaise with or what arrangements on employee participation you might have to follow.

See what specific rules apply to European Companies in your country.

Choose country
  • Norwaynoen
  • Polandplenpl
  • Portugalpt
  • Romaniaro
  • Slovakiaskensk
  • Sloveniasiensl
  • Spainesenes
  • Swedenseensv
  • United Kingdomgb

* Information not yet provided by national authorities

FAQs

Related topics

EU legislation

Need support from assistance services?

Get in touch with specialised assistance services

Points of single contact

National information on expanding your business in another EU country.

Local business support - Do you have questions on operating a business cross-border, for example exporting or expanding to another EU country? If so, the Enterprise Europe Network can give you free advice.

Share this page: